You Can't Teach a New Bat Old Tricks
by Loyolablu
Summary: **!!! Chapter 7!!!** Terry becomes obsessed with one of Bruce's old cases -- with bizarre consequences. [T/M]
1. One

AN: Hello again. I think I worked out some of the bugs with this. I fixed punctuation throughout and changed chapter 4 a little. I'm working on Chap 5 as we speak. Thanks for all who e-mailed me asking me to put this back. I'm something of a perfectionist, and just took it down to fix some problems I saw.   
  
  
Disclaimer: Batman Beyond belongs to Warner Brothers, DC Comics, and all that jazz. Don't sue.  
  
  
  
"Go."  
  
"No chance. You've got me hooked now . . . you've gotta tell me how you did it."  
  
Bruce Wayne, sitting at the helm of the Batcomputer, whirled, glaring balefully at his young protégé. "You're wasting time - your patrol ~should~ have begun 15 minutes ago. For all you know, there could have been a jailbreak at Arkham."  
  
"Yeah, right. If that ever happened, the computer would be lit up like a Christmas tree." Terry McGinnis, suited up as the Batman, save for the cowl, leaned against the massive computer. "It's been slow for the past three days . . . I've even been able to get some studying in. Come ~on~, I want to know the end of ~this~ one. Now, let me get this straight: you and Robin - the first one - are in a burning building, Two-Face and his gang had split, the roof's caving in, you lost your utility belt, and you guys are big, big trouble . . . . and . . . and . . ."  
  
"And we got out," Bruce said simply, swinging back to the computer. "Now ~go~. Start at the docks. This is the time of year Venom smugglers like to make their annual stop in Gotham. I'm expecting them any day."  
  
"Now just wait a minute . . . sure you got ~out~, but ~how~?" Terry leaned close, his face wearing a pleading expression. "You tell me ~that~ and I'll get out of your hair."  
  
Bruce looked over at him, his eyebrow raised slightly. "So that's ~all~ you want to know? How we got out of the building?"  
  
"That's it." Terry nodded. "I mean, it seems impossible . . . cops couldn't help you, all the exits were blocked, right? But you got out, somehow . . . unless you're some kind of . . . you know . . . ghost or hologram or something." His smile vanished under the old man's glare. "Or not. Anyway, this could be a real learning experience for me . . . I mean, the next time I'm in that situation, I'll know that there's a way out."  
  
Wayne shook his head slightly as he turned back to the screen. "It doesn't always work that way, Terry. Sometimes a trap is just that - a trap."  
  
"I ~know~, but ~this~ was different," Terry replied. "You said yourself that you thought you and Robin were toast . . . but you escaped. So that means you were able to find an out where there ~shouldn't~ have been one. That's all part of being the Batman, right?"  
  
"Part of it." His fingers glided over the keyboard as he established a link with the Gotham Police Department's central dispatching unit. "But not all of it. Not by a long ways."  
  
"I know that. But it's ~big~ part of it. . . a part I know I have to get better at."  
  
"You're learning," Bruce said gruffly. Terry smiled - it was as close to a compliment as the old man usually gave. "But another part of being the Batman is knowing when you're needed ~without~ being told." He glanced up at him. "That's ~another~ thing you need to work on. There's a disturbance near Tri-Gate Bridge. Police are being cagey about it over dispatch, so that means there could be real trouble."  
  
"My cue." Terry pulled down the cowl, the mask fitting snugly to the contours of his face. "But we're not done."  
  
"We're not?"  
  
"Heck no. I'm not going to let up on you until you tell me how you did it." Terry walked toward the Batmobile. "This is something I ~need~ to know . . . if you're going to be helping me to be the best Batman I can be, I need to know your mistakes, yeah, but I need to know the successes, too. Right?"  
  
Wayne looked thoughtful as the young man jumped into the cockpit of the car-plane hybrid. "Terry . . . part of being the best Batman you can being able to figure things out for yourself."  
  
Terry paused. "I know that . . . but what good is having a mentor if he doesn't, uh, you know . . . ~ment~? There are things I should know, Bruce. Things only ~you~ can teach me."  
  
"Perhaps." Wayne nodded. "But I don't think this particular situation is one of them. This is a new age, McGinnis . . . some of the things I was able to do when I wore the cowl would not - for lack of better word -- ~fly~ now. This is a very different world now."  
  
"But a burning building is still a burning building, and no way out is still no way out, whether it's 20 years ago or 200," Terry argued. "Come on . . . I need to know how you pulled it off. I need to know! I need to!"   
  
Bruce got up from the chair, his head bowed in thought. When he looked up, a small smile played on his lips, his eyes glinting mischievously. "You need to know? You really have that much of a desire to know?"  
  
"Hey . . .my trick bag is getting a little low . . . there's always room for one . . . or a hundred . . . more."  
  
"Fine." He nodded slightly. "You have three days to figure it out."  
  
"Huh?" Terry's head popped out of the cockpit. "Three . . wait a minute . . . but - "  
  
"Another function of a mentor is knowing when the mentee is ready to learn on his own," Bruce said. "If you truly want to know, you'll figure it out. And then you'll be able to use the knowledge you gleaned, knowing that you got it all by yourself. Trust me, Terry - there's no better feeling than that."  
  
"Um, I know it's been a while since you've been on a date, but there ~are~ much better feelings than knowledge. Trust ~me~ on that one."  
  
"Out." Bruce scowled, waving his cane menacingly. "Three days, McGinnis. You tell ~me~ how I did it."  
  
"What if I can't do it in three days? I mean, I have a test coming up, and-"  
  
"I have confidence in you." Wayne hobbled over to his worktable, under which Ace, trusted guard dog, was sleeping comfortably. "Besides . . . it's not as magical as you're making it out. You may even figure it out in less than three days."  
  
"Okay, but worse-case scenario - what if I can't get it at all . . . then will you just tell me?"  
  
"Maybe." Wayne picked up a soldering gun, flicking it on. "But probably not. Now are you going out or do I have to set the auto-nav again?"  
  
"I'm going, I'm going," he said hastily, knowing Wayne wouldn't hesitate to override the Batmobile's controls so that he could guide it from the Batcomputer. And that was never a good thing. "Okay, okay . . . I'll try. Three days, huh?"  
  
"Three days."  
  
"Hmmm . . . wait! I think I got it!" He smiled in disbelief. "It just now came to me!"  
  
"Is that right?" Bruce didn't look up from the steel rods he was melding together. "Well?"  
  
"~You~ didn't do anything . . . you couldn't, 'cause you didn't have your utility belt . . . but ~Robin~ still had his. ~He's~ the one who got you out, right? He used his grapple to break through the roof and latch on to, uh, something, and he pulled you ~both~ out." Terry clenched his fist in triumph. "Yes! That's it, isn't it? Right? Isn't it? Bruce?"  
  
"That would be a very logical assumption." Wayne nodded slightly. "Unfortunately, there's just one problem . . ."  
  
His smile faded. "What? Don't tell me ~he~ didn't have his utility belt, either . . ."  
  
"No, he had it . . . but he'd been knocked unconscious by Two-Face." Bruce was grim, rapt for a moment in the memory. "It turned out to be a very severe concussion. Robin didn't have any memory of the heist, the fire or that we'd ever been in any danger at all."  
  
"Slagit. There goes that theory." He looked up at the cave's roof, still in ponderance mode. "Okay, how about this . . . Commissioner ~Gordon~ put up the Bat-signal, and when you guys didn't show up . . ." Out of the corner of his eye, Terry saw the old man's hand sneaking toward the button that would disable the Batmobile's manual control systems. "All right -- I'm going, I'm going, already!" Terry slid into the car, listening for the click as the shield snapped into place overhead, before he powered on and out into the night.  
  
****  
  
"All right, here's an easy one . . . Lithium." Maxine Gibson, computer whiz, confidante and best friend, glanced over her notebook at a brooding Terry. "It has three protons . . . four electrons . . . and the chemical symbol is . . . what?"  
  
"I don't ~know~. I just can't figure it out . . ."  
  
"Come on, don't melt down on me, McGinnis." Max scooted closer to him on the plush rug of the Gibson living room. "Lithium. Three protons, four neutrons . . . chemical symbol is . . ."   
  
"Mmm . . ." Terry glanced up sharply from his own notebook, frowning thoughtfully. "X-pellets."  
  
She blinked. "What?"  
  
He considered a moment, and then shook his head. "Nah . . . that can't be it . . . the fire was too big for those . . . plus, I keep forgetting that he didn't have the belt. I've gotta remember the belt . . ."  
  
"Ter, you're scaring me. What does a ~belt~ have to do with our o-chem final?"   
  
"Sorry, Max. I just can't concentrate on this right now." He sighed and hoisted himself on to the couch. "I was just thinking that maybe Wayne used X-pellets -- extinguishing pellets -- to get the fire to die down enough for him and Robin to make a run for it . . . but the fire was way too intense for them to work. Slagit, this is tough." He slapped the armrest in frustration. "I've got three days to figure this out . . . ~three~ days, Max, and I'm stumped."  
  
"McGinnis, if I were you, the only fire I'd be worried about is the one your butt's going to be in if you fail this test." The pink-haired girl rolled her eyes. "Besides, I still think the old man's slagging you about the whole thing."  
  
"No way. We're talking about a guy who faced zombies, psychopaths, renegade synthoids and witch boys." He eyed her skeptically. "Why would he make up a warehouse fire? That's so tame compared to his usual roster of bizarreness."  
  
"Let's look at the facts, shall we?" She moved his notebook aside and leaned close. "We've got a fire -- a big one -- in an enclosed place. Nowhere to run, right?"  
  
"Um . . . not that I can think of."  
  
"Everything in the place ~allegedly~ reduced to timbers, so there wasn't anything a person could hide in and make it out alive, right?"  
  
"Uh .. . no, I guess not."  
  
"And the building collapsed on itself minutes after the fire started?"  
  
"That's what he said."  
  
"Huge blaze, no cool gadgets, no help on the outside . . . so how'd he do it?" She folded her arms, looking at him expectantly. "Well?"  
  
He shook his head. "No idea. You?"  
  
"Of course I know." She swung around to face him. "There's only ~one~ explanation."  
  
"And that would be . . .?"  
  
"It's a scam." She got up from the couch and headed toward the kitchen. "It seems impossible because it ~is~ impossible. Never happened. Wayne set you up, and you fell for it."   
  
"Max, you're ~wrong~. It happened." He ran a hand across his sweaty forehead. It was always so warm in Max's apartment. Heat was good for the complexion, she always said, and he had to admit that her smooth, dark skin was always flawless. "I can feel it my gut . . . besides . . .the old guy isn't big on idle conversation. I had to practically beg him to talk. This is big time."  
  
"Look . . you said ~he~ said he wanted to you to figure this out on your own as some kind of test, right?" She tossed him a bag of Crunch-Os. "To see if you could draw your own conclusions without his help? Right?"  
  
"Right, but --"  
  
"Well, ~I~ think it is a test -- of common sense," she went on, resuming her seat next to him. "To see if you know when you're being fed a line . . . and I have to say, Ter, you flunked this one -- and if we don't get cracking on chem, that won't be the only test you fail this week."  
  
"I saw the marks on his legs, Max. ~Burn~ marks." He held out the bag to her. "How do you explain those?"  
  
"I don't doubt he's seen a fire or two . . . he was Batman after all . . . but the kind of blaze you're talking about would have left him with more than a few scars. Think about it."  
  
He digested that in silence for a while. "I dunno . . . you don't know the old guy like I do--"  
  
"You say that as if it's a ~bad~ thing."  
  
"I just mean that yanking me around like this just really isn't his style." He stood and wandered aimlessly around the small room. "And he's the ~original~ Batman. Impossible to normal people was just another day's work to him. He did this; I know he did. I just wish I could figure out ~how~," he squeezed his eyes tightly shut. "I have a couple of ideas, but the belt thing keeps throwing me."  
  
Maxine shut her laptop with a sigh, knowing that there was nothing much she could do to turn Terry's mind back to their study session - as usual, his nocturnal activities came to intrude on school life. She didn't complain, however. Being around Terry was never boring, at least.   
  
"Okay, I'll bite. ~What~ about his belt?" She shifted on the sofa, folding her long legs beneath her. "What was wrong with it? Too tight? Wrong color?"  
  
"All right, you know how my utility belt is built into my suit? It can't be taken off . . . well, not easily, anyway. It's that way because some of the suit's functions are controlled by it." He rested against an armchair. "Like my camo option. Also, my belt's got other stuff in it, like X-pellets, some small-grade explosives and some bigger ones, smoke pellets . . . but some of the stuff Batman needs every day - Batarangs, bolas, and stuff like that are built into the suit itself."  
  
"Right . . . it's like a 24-hour convenience store, but without the nachos."   
  
"Cute," he said with a smirk. "Anyway, the point is, even if my belt got taken off somehow, I'd still be pretty all right . . . I'd have my Batarangs and other stuff, but more important, I'd have flight capability still - my rockets and my wings."  
  
"So, if you needed to get out a building quick, you could fly up and bust through a window or something, or maybe make a hole in the roof? That'd hurt like heck, though."  
  
"You get used to it." He shrugged, closing his eyes again. "Anyway, Wayne was in the ~old~ suit . . . you know, with the cape and all . . . and everything ~he~ had to help him out was in his utility belt - the grappling-hook gun, the X-pellets, even. And the belt snagged and got burned up pretty early on in the fight."  
  
"So, no belt, no way to bust or cut his way out. Another point for my "it's bogus" theory."  
  
"Robin had ~his~ belt still, thoug.," Terry opened one eye. "Bruce ~could~ have used his . . . but . . . he'd have to get to him first."  
  
"What do you mean "get to him?"" She looked confused. "Where was he?"  
  
"Knocked out cold on the other side of the warehouse," he replied. "See, that's how it all hit the fan in the first place. Two-Face had his guys all over the place. Robin and Batman were fighting all these goons in different parts of the hideout when the fire started. Robin got knocked out, but Bruce didn't know that at first. So all the time that he might have had to get out before the fire got really out of hand was eaten up when he was looking for Robin."  
  
"A time-killing search." She nodded. "~Another~ point for my "it's bogus" theory."  
  
"He might not have been that ~far~, but with the smoke and fire, Batman would have had a hard time finding him." Terry's other eye opened, and he looked pensive. "Plus, Robin was unconscious . . . he couldn't call for help."  
  
"Unconscious partner?" She looked at him pityingly. "Oh, Ter. This thing sounds like a bad movie. Next you're going to tell me that the place was in such a secluded spot that no one noticed the flames, so the fire department had no clue until it was too late."  
  
He grew quiet, blushing. "Um . . . well, it ~was~ a gangster's hideout. They don't usually set up in the middle of Gotham Market next to Giovanni's."  
  
"All right . . I'll give you that." She conceded. "And the GCPD probably weren't any more on the ball back then as they are now. But I'm still not buying it.  
  
"One sec . . . depending on how long it took him to find Robin, he still could have had time to make up a plan." Terry glanced around the room. "All right . . . let's say that this living room's the warehouse. From the couch to the vidscreen is the little area Bruce was in ~after~ the crooks had split. And it couldn't have taken him too long to get Robin, because the roof hadn't started to collapse yet, so let's say where you are right now is where Robin was. Pretend you're Robin for a minute --"  
  
"What?" Her eyes went wide.   
  
"Pretend to be unconscious --" He smiled at her dumbfounded expression. "It'll just take a second."  
  
"Maxine Gibson - study partner, hacker and test dummy to one of the greatest heroes of modern time. It's a shame I can't put all that on my college applications," she said with a short laugh, laying forward on the chair, letting her arms, legs and head go limp. "How's this?" Her voice was muffled by the fabric of the chair.   
  
"Perfect." He nodded his approval. "All right. So I'm Batman, and he's here, Robin's over there, flames are getting intense . . . he starts looking around." Terry moved slowly around the chairs, pretending to search for something. "The old cowls had UV lenses in them, so he could probably see through the smoke at least. Right?"  
  
Max grunted a reply that Terry took as a yes, and he continued. "Okay . . . I'd say Batman finds Robin in less than five minutes. Maybe even less than three. The old guy could move back in the day." He stood over the chair in which Max was sprawled, facedown. "All right, so he finds him, picks him up." Terry stooped, sliding his arm carefully under Max's middle, careful not to let his arm drift too high or too low. He flipped her gently on her back. "Stops, checks his vitals -" He pressed his fingertips to Max's neck, feeling the steady beat of her pulse. "He figures out that Robin must have taken one upside the head, but he's alive. So he picks him up." Terry gingerly lifted the leggy girl, cradling her in his arms, careful to support her head and legs in equal measure. "So he's got him, and he realizes the place is close to going, so he grabs Robin's utility belt, and -"  
  
"Wait a minute." Her head snapped up, startling him. "I just thought of something -"   
  
"Max, you're supposed to be unconscious!"  
  
"Well excuse my intact cranium." She stuck out her tongue. "But I just got an idea . . . you want to hear it or not?"  
  
"If it has the words "fake" or "bogus" in it . . ." he began warily.  
  
"No, no, the suits themselves. They were made out of heavy-duty material, right?"  
  
"Kevlar," he nodded. "Able to withstand a good beating."  
  
"Maybe even a fire?" She raised her eyebrows. "If Wayne ran fast enough, he and Robin might have made it out of there with minimal pain."  
  
"Hmmmm." He stared up at the ceiling, trying to picture the action. Flames had engulfed the building, Bruce had said. So he would have had to run very fast through a wall of solid fire . . . maybe even more than one. "No, I don't think so, Max."  
  
"Why not?" She sounded disappointed. "You think he might have tripped on his cape?"  
  
"Nooo . . . just that the old suits weren't like mine," He readjusted his arms beneath the girl, amazed that the lithe, subtly muscled teen fit so well in his arms - just like his girlfriend, Dana, though Max was several inches taller. "My suit covers every part of me - top to toe. Bruce's old suit had a half-mask. Robin only wore an eye mask."  
  
"Right . . . so?"  
  
"If Bruce had to run through a fire, his face ~would~ have gotten burned, don't you think?" The blue eyes narrowed slightly. "And Robin's too . . . and the old guy doesn't seem to have a lot of face scars."   
  
"Guy's a billionaire, Terry," she reminded him, squirming in his grasp. "Plastic surgery's like a sport for the rich. Um . . . you can put me down now."  
  
"I don't know . . . sounds a little too easy. Why would Wayne have those scars erased and leave so many others? Oh, and we aren't finished yet . . . ~Robin.~" He grinned down at her and was rewarded with a sharp jab in the ribs. "Ow! Hey!"  
  
"I warned you about calling me Robin," she growled at the raven-haired teen. "Geez . . . where is Batgirl when you need her? I bet if she'd been there, they wouldn't have gotten in such a mess."  
  
"Hadn't made her appearance yet." Terry smiled as he thought of Barbara Gordon, Gotham Police Commissioner, tough cookie and former Batgirl. "So now you're beginning to believe that it ~did~ happen?"  
  
"No . . . I still think it's bogus," she said. "But who knows . . . if the so-called warehouse was kind of small, ~maybe~ they could have made a run for it without too much fuss or muss. I don't know; I'd have to see the place. It's kind of hard to imagine this whole scenario in a place like my living room. But -- hey!" she broke off, as Terry suddenly set her on her feet, his eyes widening in delight. "What?"  
  
"See the place. . ." he murmured softly. "Max, that's it! That's it!" He grabbed her and hugged her tight against his broad chest. "You are a genius!"  
  
She staggered a little when he released her, smoothing her pink hair back into place. "A genius, huh? I don't like the sound of this."  
  
"Two-Face's hideout was an abandoned warehouse in Old Town -- most of those factories were all built around the same time -- most of them had the same specs. A couple of them are still standing."  
  
"At least until next month, when the revitalization project begins."  
  
"Right." He nodded. "So I'll be just in time."  
  
"Just in time to do what?" She gazed at him in alarm. "Ter . . . you're not thinking of doing anything . . . weird, are you? Oh wait . . . I'm talking to a guy who dresses up as a bat night after night. I withdraw the question."   
  
"Tomorrow night, I'll drop in, get a feel of a place where could have actually happened," he said. "That way, I'll be able to figure out where everything was, like windows or skylights, doors and stuff . . . I'll have a rough estimate of how big the place was and how much ground Bruce could have covered. Yeah . . . I'll ~reenact~ the scene there - as much as I can, anyway. And if, after all that, I still can't figure it out, then I'll believe your theory that it never happened."  
  
"Wait . . . how can you do that accurately," she said, placing her hands on her hips, "if you're in a souped-up suit that can fly and everything, and you have a utility belt that won't come off?"  
  
"Easy . . . I just won't use any of the stuff the old Batman didn't have," he replied. "It'll just be me in the suit - no Batarangs, no wings . . . no nothing." He bristled at her disbelieving stare. "I'm serious, Max. I can do this!"  
  
"Never mind if you ~can~ or not . . you're ~going~ to do it." She shook her head. "You're a piece of work, McGinnis."  
  
"And you wouldn't have it any other way." He tapped the tip of her nose with a Crunch-O before popping it into his mouth. "I'll go after my patrol - I've been getting an earlier start on that lately . . . it shouldn't take that long."  
  
"What are you going to tell the old man?"  
  
"I won't tell him until after I get it worked out," he replied with a sly smile. "And I've found the off-switch for the links in the cowl, so he won't be able to monitor me. Besides, I plan to be in and out of there in less than 15 minutes. He'll probably be taking his tea break then."  
  
"Well . . . sounds like you've got it all figured out."  
  
"Not yet." He smiled slightly. "But after tomorrow night, I hope to. So . . . what time should I pick you up?"  
  
"Huh?" She looked startled. "~Me~? What do you need ~me~ for?"  
  
"I want this to be as authentic as possible, so I'll need a Robin . . . you do unconscious very well."  
  
"No Robin." She waved him away. "Uh-uh . . . ~no~."  
  
"Aw, come on, Max . . . I ~need~ you," he wheedled. "Please? It'll be fun . . . you'll get to be my "official" sidekick . . . for, uh, 20 minutes or so anyway."  
  
"Wouldn't work. I don't have a Robin suit," she paused. "Thank goodness."  
  
"You won't need one . . . just wear something you can move in," he said. "Something that breathes. You have a cape?"  
  
"~No~," she laughed. "And if I'm unconscious, how much moving am I going to be doing anyway?"  
  
"Hmmm . . . good point," he replied. "Well, wear whatever you want. What you have on is fine." His eyes lingered appreciatively over the form-fitting blue minidress she was sporting that day. "Actually, what you have on is perfect . . . you look really . . . um . . . nice in it. Why don't you wear more dresses?"  
  
"Not my style," she replied. "But I'm behind on my wash. This is my sister's . . . and she'll want it back. No . . . I have something I ~could~ wear, and it'll fit in with the theme."  
  
"Yeah?" He was curious. "What is it? Have I seen it before?"  
  
"No . . . but you'll know it when you see it," she said with a wink. "And I've been dying to wear it. . ."  
  
"Well there you go. We're set." He smiled in satisfaction. "Can you be ready at about one o'clock?"  
  
"Ugh . . . a bad time. Leslie will be back in by then . . . and she's been staying up late." She looked chagrined. "How about if I meet you at Gotham Square, behind the fountain, and we'll go from there?"  
  
"Well . . . all right," he said reluctantly. "But be careful - that's borderline Jokerz territory."  
  
"I'll be okay," she assured him. "One o'clock at the fountain."  
  
"Schway." He flopped down on the couch, frowning at his notebook, which still flashed his chemistry notes. "Finally, I come up with a plan that'll work . . . And Bruce thinks I can't figure this stuff out for myself," his voice dropped to a low murmur. "I'll show him. He'll see."  
  
**** 


	2. Two

~Two~  
  
  
"He's not lying. He said he'd take us there himself, and show us."  
  
Telly Marvanne, part-time bodyguard and full-time hit man, paced around the spacious penthouse suite of the Gotham Arms. Periodically, the burly man would pat his left hip, as if to reassure himself that Bertha -- his super-charged blaster -- was still in his possession. Looking around at the weary faces of the others in the room, Marvanne knew he was among friends, but in the shadowy universe of the criminal "underworld," you couldn't let your guard down -- ever. "Don's got the whole stash just sitting there waiting for us."  
  
"It better be." A raspy voice cut through the tension in the room, and four heads swiveled toward the window. A thin figure leaned casually against the windowpane, long, dark hair falling into his face. Sam "Sandlips" Stephens was in a contemplative mood, and any one who knew him knew that was a bad sign. "Every last piece of ice had better be in that box . . . and trust me, I ~know~ how much we lifted."  
  
"Don's not jerking us around." Marvanne spoke with confidence of a man who had serious firepower close at hand. "He just wanted to stash it 'til the heat was off. . . he wasn't trying anything, Sam. He's not stupid."  
  
"Your opinion." Sandlips threw his head back, exposing a fine-boned face with small, dark eyes, a sharp nose and thin, pale, scabby lips. Sam had some kind of condition, Marvanne knew, that left him with crusty brown sores on his chin and lips . . . made him look less like the criminal overlord he was than like a skinny teen with a bad case of acne. But his eyes . . . it was the eyes that gave him away. They were dark, shrewd and full of malice - like rat's eyes. God help the person who found himself under the direct gaze of those cruel eyes, because a stern look from Sandlips Stephens usually meant one thing: a death sentence.  
  
"Don never should have moved the jewels from the hideout in the first place." Stephens moved from the window. "And where he's got them now is about the stupidest hiding spot I've ever heard of. He might as well've put 'em in the dumpster." Four heads nodded in agreement. "I knew I should've never trusted the little bastard."  
  
Marvanne frowned, but only a little. He had to walk a fine line with Sandlips if he had any hope of getting his good buddy Don off the hook for snagging the gang's haul from Salem Jewels, biggest jewelry store in the city. But Marvanne had lied: Don ~was~ stupid. He'd been stupid enough to try to steal from Sandlips Stephens. He'd been stupid enough to get discovered, and now Don was stupid enough to believe that Sandlips would spare his life if he just led him to the stolen gems.   
  
Don was very, ~very~ stupid, and Marvanne knew it. The gangster cursed himself for a fool, too. He'd been the one to bring Don into the fold, and now Don's stupidity was ~his~ problem -- a problem he knew Sandlips would want to solve with a gun. Telly stifled a sigh. This was no kind of life to lead, he knew that, but yet, it was all he really had.  
  
"I say we go over tonight," a youngish thug with a neat goatee piped up from the corner. "He probably knows we're onto him . . .he might go over there tonight and try to grab 'em and go."  
  
Sandlips shook his head. "I've got Sid and Tim watching him. Bastard won't be able to take a leak without one of 'em on his ass. No . . . he's so hot to show us the jewels, we'll let ~him~ show us . . . tomorrow night." He perched on the king-size bed in the middle of the room. "I don't trust him. Whole thing could be a trap, so I want him ~with~ us when we go. It's more honest that way . . . don't'cha think, Tel?"  
  
Marvanne nodded slowly, he knew a trap when he heard one, but he had to watch out for his own neck, too. "But he's got nothing to hide, Sam. I'm with Joe -- we should go over tonight, you're so worried about the stuff. Don just wanted to go with us as a sign a good faith and all. But we ~know~ where it is-"  
  
"Uh-uh, we ~don't~ know." Stephens jabbed a bony finger in the air. "It'll be easier for all of us if the guy who put the stuff there in the first place leads us to it. And if Don's as smart as you say, he'll want to make all of this as easy for me as possible. Right?"  
  
"Right." Marvanne's heart sank. Don was as good as gone He could look into Sandlips' beady eyes and see that the gangster had made his mind up. Marvanne could only hope that he would not be called upon to pull the trigger. Don was like a brother to him . . . a buddy from way back. You couldn't buy that kind of friendship they had - not cheaply, anyway. But then, Don had screwed it all up by trying to be a wise guy. Marvanne's expression hardened. Idiot brought him on himself, really. And after all he'd tried to do for the kid, he'd turn his back and endanger the whole gang. Stupid, stupid, ~stupid.~  
  
"When do we go?"  
  
"Tomorrow night. Late." Sandlips looked around at the rest of his crew. "Old Town gets deserted after midnight. We'll go in between twelve-thirty and two. In, out, and done. Shouldn't take more than five minutes . . . ~if~ the gems are where Donnie says they are."  
  
"We'll be able to get into the building, right, Sam?" A tall, sad-eyed man spoke from the table. "I mean, all those old factories are fallin' apart . . . we ain't gonna get clocked by fallin' bricks are we?"  
  
"Don't worry, Trey. Place is getting all spruced up for the renovation," Stephens replied. "Besides, we're only going in for five, ten minutes tops . . . we'll take care of a little business, and split." He gave Marvanne a meaningful look, and the beefy man's blood ran cold. He knew what "a little business" meant. They were going to kill Donnie right there and then, in dilapidated Old Town, leaving him to rot among the garbage the sagging old factories.   
  
"Everybody's set on the plan, right? We go into the building Don says he hid the jewels in, we find 'em, we're out." Sandlips flung his hair out of his eyes again. "We're all gonna be there, and I want all of you on your guard. Be ready for trouble." He directed this last statement at Marvanne. "That all right with you, Tel?"  
  
Telly nodded slowly, patting Bertha reassuringly. "It's always all right, Sam. I'll be ready."  
  
******  
  
"Problem, McGinnis?" The image of a somber Bruce Wayne filled the Batmobile's vidlink screen. "You seem distracted tonight."  
  
"Uh . . . no." Batman executed a neat turn around the sky-grazing offices of FoxTeca. "Just, um, a little anxious, I guess. Got some . . . studying to do for uh . . .a big test coming up." He glanced at the chronometer on the dashboard. Seven minutes to one. He accelerated, climbing higher and steering the car in the direction of Gotham Square. "An important test. I've gotta pass it, or . . . well . . . I just have to pass it. You know how it is."   
  
"School is important." Wayne nodded. "I'm glad to see you're getting more serious about it. Guess this trend of quiet nights comes at a good time."  
  
"That's for sure." Terry began bringing the Batmobile down as Gotham Square came into view. "But I don't expect it to last long."  
  
"It never does. Send the car back when you get home. Wayne out."   
  
The vidlink winked off, and Terry grinned in relief, reveling in the silence. So the old man didn't suspect a thing. Excellent. Things were going, so far, according to plan. He turned on the Batmobile's camouflage option as the car got closer to the ground.   
Landing near a clump of trees, he punched the coordinates of the Batcave into the vehicle's auto-nav, and, jumping out, pressed the controls on his belt to send the car back to the "garage." It lifted and streaked off, fast as light, toward the outskirts of Gotham. Batman watched it go, his UV lenses able to discern the "invisible" car as it headed homeward. He sighed as it truly vanished from view . . . so that was done. Now he had to find Max and get going.  
  
He walked quietly through the deserted square, acutely aware of his surroundings. By day, Gotham Square was an attractive gathering spot for tourists, school kids, vendors and lunching businesspeople. It was an airy, wide-open space ringed with trees and grass, near the west side of Gotham River and almost in the dead center of the city. Its fountain - which featured jets of water holding a large steel ball aloft - was the centerpiece of the Square, and in daylight hours, people swarmed the area around the fountain, snapping pictures, buying souvenirs from the numerous vendors, and just generally enjoying life.  
  
At night, though, like most places in Gotham, that all changed. The Square was all but deserted, no "law-abiding" citizen wanting to be caught after hours in a place that was known as the stomping ground of groups like the Jokerz and the T's. Thanks to vigilant police patrols, and even more vigilant Batman patrols, those gangs had moved their headquarters "elsewhere," but the Square was still not the safest place to be after dark.   
  
He reached the fountain, quickly scanning the area for Max. Terry circled the fountain, water droplets occasionally hitting his suit. No sign of Max.   
  
"Max?" he called softly. "Max? You here?"   
  
There was no response, and Terry began to worry. He glanced up at the looming Clock Tower as it tolled the hour. It was one o'clock on the dot, and no sign of the pink-haired girl.   
  
"Max?" he looked around the quiet square. There was a vagrant sleeping on a bench nearby, but he seemed to be the only other person in the area. "Where could she be?" he wondered aloud. "Not like her to be late."  
  
"I'm not." A slightly out-of-breath voice came from behind him. "I had to lay low for a second . . .people were walking by. If they'd seen me, I really would have had to answer some questions."  
  
"Finally." He whirled around, relieved. "I was getting ner-"   
  
Terry's voice left him as Max stepped from the shadows and into the light emanating from the lights around the fountain. "-vous."  
  
Terry's eyes widened, and he rocked on heels, slightly, stunned as he took in the sight of her. His mouth worked soundlessly for awhile, his eyes getting larger and wider with every step she took. He finally found his voice. "Uh . . . um . . ..whoa."  
  
His knees buckled, and he supported himself against the edge of the fountain. Max was dressed from head to toe in a sleek black bodysuit, the material of which was shinier and much more . . . clingy . . . than he thought was physically possible. The suit lovingly hugged every curve -- from her graceful, well-toned calves to her slender waist, to her . . .   
  
Beneath the cowl, Terry's face grew hot enough to melt as he found himself staring at a blood-red Bat symbol, slightly smaller than his own, curving outward with the swell of her breasts. He forced his eyes to look somewhere - anywhere -- else. He noticed that she wore black, fingerless gloves that stopped at her elbows, and that something that looked like a ~dog~ collar circled her neck. A dog collar with little pockets. Terry puzzled at that for a moment, before turning his eyes to her face. She wore a mask - it was a half-mask that concealed her uniquely colored hair. It was much like the mask the old Batgirl wore, leaving only the lower half her face and her huge, dark eyes visible. The cowl's ears were slightly longer than the old Batgirl's, but much shorter than those of Terry's mask.  
  
"Max . . . what . . . um . . . what . . ." He fumbled his words, making a conscious effort to keep his eyes fixed on Max's face. The temptation to glance down was too strong, however, and he gave in. That's when he noticed the boots. They were shiny and the color of midnight, the heels high and spindly enough to put a man's eye out. "Um . . . ~where~."  
  
"Not, ~Max,~" she chided. "Batgirl."  
  
"Max, there was no Batgirl in this." He sneaked another look downward, amazed at how the suit made her legs look even longer and shapelier than usual. "Robin, yes, Batgirl, no."  
  
"Robin, Batgirl, What's the big difference?"  
  
Terry glanced at her Bat symbol again, looking away with a blush. "You have no idea. Look, where did you even get . . uh . . . this outfit?"  
  
"I ~made~ it," she replied. "Got a few ideas from some vidclips of the old Batgirl in action, modified it to look more like your suit - you know, cape-less, and everything -- added a couple of personalized touches -"  
  
"What's with the collar?"   
  
"It's ~not~ a collar." Her hand stole up to her neck in a self-conscious reaction. "You have a utility ~belt~, a Batgirl of the future would have a utility ~choker.~ Crime-fighting makes a fashion statement. And it's less bulky, too."  
  
"What can you possibly put in there that would be useful?" he asked. "It's way too small."  
  
"You'd be surprised. Besides, good things come in small packages, right?"  
  
He decided that under the circumstances, it would be best to ignore that remark. "You weren't actually expecting to wear this anywhere . . . were you?"  
  
"I certainly was." She moved toward him, and he stood transfixed, grateful that the cowl was concealing his expression and the line of drool snaking from his mouth. "I made it to wear to Jurgen and Blade's Halloween party -- but ~somebody~ got called in to stop a robbery and needed me to escort a certain little brother to the Halloween Haunt-Out at Rhino's. So . . . what do you think?"   
  
She did a neat pirouette, and Terry eyes bulged as she twirled around. The suit plunged low in the back, exposing an expanse of satiny, mahogany skin. "It's not as schway as yours, with all the bells and whistles, but it's a look."  
  
"Can't argue there." Batman allowed himself another glance at her shapely silhouette. He thought improbably of Dana Tan, his beautiful girlfriend, who, unfortunately, was angry with him ~again~, for breaking yet another date to go to "work." He tried to imagine the shorter, Asian girl in the suit, but it didn't take him long to realize the impact wouldn't be the same. Dana was lovely, but there were curves, and then there were ~curves~. The suit definitely worked best for someone in the latter category - and Max more than fit the bill.   
  
"Hey, you okay?" The dark eyes scanned the masked face in concern. "You've barely moved."  
  
"Fine. I'm . . . fine." He took a deep breath, forcing his attention back to the task at hand. "It's, um, kind of hot out here. You ready to go?"  
  
"Ready as I'll ever be," she affirmed, looking around. "Where'd you stash the car?"  
  
"Sent it back," he replied. "Didn't want to keep it out too late and get Wayne suspicious."  
  
"But Old Town's nearly 20 miles from here." She stared at him. "How are we supposed to get there? Walk? Take the train? Dressed like ~this~?"  
  
"Hey . . . that'd be one way to get on the news," he said with a grin. "But this mission's all about stealth . . . so that's how we go. We fly." Terry snaked his arm around her, drawing her close. Their nearness made his head swim, and he was at a loss for a moment as to a safe place to put his hands. "Um . . . I think maybe you should hold on to me."  
  
"Good thing I'm not afraid of heights." Max wrapped her arms around his waist, pressing tight against his side. Terry's heart pounded painfully, and he forced himself not think of how . . .interesting . . . she felt up against him in that manner. ~Come on, McGinnis,~ he marshaled his thoughts. ~This is Max. . . your best friend. Stop thinking about this like . . . like it's more than that. It's just a costume . . . that's all . . . just a suit that's gonna come off at the end of the night.~ He gulped, a fleeting image of Max taking off the suit invading his musings. ~Okay, let's rephrase that thought . . .~  
  
"I thought you said you were hot." Her voice was close to his ear. "You're shivering. I can feel it through the suit."  
  
"It's . . . uh . . . nothing." He swallowed hard, wondering how he managed to get himself in such situations. "But we'd better get going. You ready?"  
  
"Ready." She sounded excited. "Let's jet. . . partner."  
  
Batman smiled slightly as his wings sprang out and into place. He felt Max subtly tighten her grip around his middle, and he fired his jets, propelling them both upward into the starry night.  
  
***** 


	3. Three

~Three~  
  
  
The dark, silent stillness of the aptly named "Crime Alley" was broken by the whisper-soft pattering of a rat in search of its next meal. Whiskers twitching in anticipation, the creature edged toward an overflowing bin of garbage, ready to pounce on the decaying contents inside, when a sudden strident whining sound from above startled it, sending it scampering down the other end of the alley.   
  
Batman, unaware that he'd just spoiled the dinner plans of a very hungry animal, took his jets gradually offline, bringing himself and Max slowly down to the narrow, dark space. They landed softly, with a barely audible thump -- and the area was once again blanketed in an ominous silence.  
  
Terry sighed softly as his wings retracted, and Max released him, turning away to adjust portions of her costume that had shifted during the flight. "Well . . . here we are. The heart of Gotham City."  
  
"The heart? Smells more like the armpit." She sounded less than thrilled as she looked around the shadowy locale. "So this is where the criminal element does its thing, huh? An abandoned alleyway in the wrong side of town. How typical."  
  
"Actually, the crooks tend to stay away from this place, well - maybe except for a stray Joker or two." He looked around instinctively. "Today's creeps do their dirt behind closed doors in boardrooms . . . labs . . .bedrooms . . ."   
  
"~Bedrooms?~"  
  
"You'd be surprised." He peered down the alley, his eyes focusing on the squat buildings visible just at the end of the path. "Let's go this way," he said, nodding in the direction of the buildings. "We'll have more of a selection."  
  
"Great . . . oh, yuck." She kicked in disgust at an enterprising rat that had been bold enough to emerge from the trash give her boots an exploratory sniff. "I can't believe how run-down they've let this section get. It's the ~historical~ part of the city, for goodness sakes. And Gotham's one of the oldest cities in the nation. You'd think they'd want keep it spruced up for the tourists, at least."  
  
"Wayne told me that Old Town was never much of a tourist attraction after the 1960s," Terry said as they moved cautiously down the alley. "The factories all moved to the outskirts of town then, and a lot of people moved with them. The city just lost interest."  
  
"It's a shame." She pressed closer to him, and he instinctively wound an arm around her shoulders, guiding her down the path. The lenses in his cowl were outfitted with a night vision option, making the murky passageway much more navigable. They wound their way around dumpsters and boxes and shapeless castoffs. "But the preservation should do something to bring it back to what it used to be."  
  
"Uh huh." They exited the alley and rounded a corner, moving toward a row of dark buildings. Terry glanced to his right, shivering slightly when he caught sight of the Majestic Theater - the theater that a young Bruce Wayne watched the movie "Zorro" with his parents - the last outing Bruce would have with them. Terry's breath nearly left him when he realized that the alley he and Max had just been in was more than likely the alley in which Bruce watched his parents die - both of them killed in cold blood.   
  
"You're shivering again." Max had linked arms with him, and they walked down the dimly lit street arm-in-arm, passing moldering buildings and scrawny alley cats scrounging for scraps. "I thought your suit was insulated."  
  
"It is, and I'm not cold." His eyes darted back to the alley. "This place just gives me the creeps sometimes."  
  
"I know what you mean . . . but then, everything is scarier in the dark, right?"  
  
"Maybe." His eyes flicked to a square, sprawling building directly across from where they were walking. It was a structure built low to the ground - well, low in relation to the taller buildings surrounding it. Like the other buildings, it looked as if it'd seen better days and like it was about to see worse. It was boarded up like the rest, planks of wood covering doors and windows in uneven X-shaped crosses. The brick façade was crumbling into gritty heaps that powdered the sidewalk and street, and the immediate area around it was covered in refuse and waste. Terry looked up - noticing a faint outline where a sign had lain. He couldn't make out some of the letters, even with his enhanced vision, but he could discern enough of the writing to guess at what the building had once been.  
  
"Looks like it says . . .Marty's . . . Furs?" He squinted upward. "Hmmm . . . a fur coat ~factory~? Here? That doesn't make much sense."  
  
"No. It doesn't. Let's see what we've got." Terry started as he noticed Max typing away on her personal data assistant. "Hmm . . . all right, here we go: Marthey's ~Furnishings~ . . . opened in 1950, closed in 2008. Site of the biggest rally against labor practices in history . . . made four-poster beds for eight presidents, three kings, five prime ministers and one shah of Iran . . . oh, and get this, Ter - it was razed in 1994, bought and built up again by . . . guess who?" She misread his stunned expression as ignorance, and gave him an exasperated smile. "Wayne Enterprises. A neat little coincidence, huh?"  
  
"Nothing about Wayne is coincidence." He gave her a searching look. "Max . . where'd you keep ~that~ stashed? The suit has pockets I don't know about?"  
  
"My little secret." She grinned. He reeled, his mind racing with all sorts of possibilities on where she could have hidden it. "But I think we've found our test spot."  
  
"Good a place as any," he agreed as they crossed over, advancing toward the still edifice. "Wayne really tore this place down? I wonder . . ."  
  
"What?" She ran a little ahead of him, the click of her heels against the sidewalk echoed through the street. Reaching the building first, she hunted around the front, inspecting the place. "Watch your step . . . there's a lot of junk around here."  
  
"It's just that the old guy is all about preservation." Batman joined her at the front of the building, carefully sidestepping gravel and shards of broken glass. "He fought Derek Powers and the twips who wanted to trash this whole section and build one of their multiplexes. This place had a lot of history; it's not like the old guy to knock something like this down."  
  
"Maybe he didn't know." Max tapped a few keys on her PDA. "Didn't you tell me once that he really didn't get involved a lot in the day-to-day stuff of his company?"  
  
"Yeah. He had . . . other things to do. That's why he had Lucius Fox - the guy who founded FoxTeca - pretty much in charge of Wayne Enterprises. But it's still kind of weird." Terry took a step back and let his gaze climb higher up the building's walls. Several dozen feet above ground, he noticed another patchwork of wooden planks. "Hey . . . there're windows up there. They're kinda high up . . . guess there weren't any offices with a view in ~this~ place."  
  
"Hmmm . . ." Max appeared to be enthralled with something on the electronic device. "Interesting. In the property records for this building, it says that the original place was deemed "unsound" after getting damaged in a fire that started at the place next door. That's why it was torn down." They both glanced over at the vacant lot adjacent to the furniture factory. The emptiness seemed sinister; almost like a living thing -- an evil living thing, lying in wait in the shadows, waiting and ready to pounce.   
  
"The fire totally took the other building out, and it spread to the upper level of this one. They were able to rebuild it in a year, and . . ." she trailed of with a gasp, and Terry spun quickly, frowning slightly.  
  
"What is it?"  
  
Max continued to stare at the device, before looking up at Terry. Her eyes glittered from the eyeholes in her mask, and her expression was mixture of bemusement and excitement, tempered with a little awe.  
  
"The place that burned down next door? It was once a Wayne property, but it changed owners in the late '80s. Says here that it was a place that manufactured double-barreled guns . . . and was the reputed hideout of mobster king and former Gotham D.A. Harvey Dent -- a.k.a. Two-Face -- burned to the ground during an attempt to arrest him on smuggling charges."  
  
They both fell silent a moment, staring again at the empty lot, then at the abandoned factory, and then at each other. The smile that spread across his face was gratified and smug. She shifted her weight from one foot to the other, muttering something that was swallowed up by the wind.  
  
"What was that, Max?" he asked innocently, cocking his head. "I couldn't quite hear you."  
  
She glowered at him, her lips pressed into a tight line beneath the cowl. "I said . . . looks like I was wrong."   
  
"Sorry . . . I think my ears are on the fritz." He playfully banged his hand against the top of his cowl. "Could you repeat, please?"  
  
She walked over to him, her mouth twisted into a sneer. Bring her face so close to his that their noses were almost touching, she looked into his eyes - or, rather, the lenses built into the mask - and held his gaze. Terry's breath caught in his throat, and he willed himself not to stare at the full lips as she spoke to him. Speaking in a low, but steady tone, she said, slowly and deliberately. "It. Looks. Like. I. Was. Wrong." She punctuated every word with a poke at his chest - right smack in the middle of the Bat symbol.   
  
Max stepped back a little, and brought her hand to her forehead. "Holy hell. They did it. ~He~ did it." She looked up at him, grinning in wonder and disbelief. "He really did it."   
  
Terry smiled back, his chest tingling slightly where she had poked him. "Yeah. He sure did . . . and now, it's time to find out how."   
  
He went over to the front entrance of the place, noticing with some surprise that the boards in the doorway had been pried away, exposing the rusted door. Even more surprising to Batman, however, was that the door was slightly ajar, allowing him a glimpse of the dank, dark interior. "That's strange. All the places around here should be locked up tight . . . wonder why this one's not."  
  
"Revitalization work gets pumping next month." She was by his side, trying to peer around his shoulder and into the gloom. "Maybe they're going in and cleaning up the places first. These buildings have been closed for decades, there's probably all sorts of junk inside."  
  
"Hmmm." Terry wavered a moment. He had a strange feeling about the place. It was not necessarily a bad feeling, but it wasn't a good feeling, either. Just strange. "Maybe," he said uneasily. "Wayne says they're already behind schedule. But anyway, I guess we better get going." He shifted his gaze over to her. "You ready for this?"  
  
"Guess so . . ." She tugged at her mask, and ran her hands down her sides, smoothing out the suit. Terry watched in covert admiration, wondering for the zillionth time if Barbara Gordon had looked as incredible in her costume as Max did in hers. If she did, he thought wryly, it's no wonder the old guy fell for her.  
  
He stopped short at the thought. ~Focus, McGinnis. Focus.~ Terry again faced the door, exhaling slowly, every muscle in his body on high alert and prepared for the job before him. He was surprised at his nervousness. It was strange that he felt so anxious, but then, this was a very important exercise to him. A true test of his Batman mettle would come that night, because now that he knew without a doubt that Bruce had escaped a fiery death, his desire to figure out how it had been done grew until he was hardly able to think straight. But he knew he had to if he wanted to have any chance of solving this little mystery..   
  
"Okay," he said, stepping up to the door, his hand poised to push it open. He got a Batarang ready just in case whoever - or whatever - had opened the door was still in there. "Now remember -- once we step through this door, I'm the Batman of the past, and you're Rob-- uh, his costumed partner. And we take it from there. All right?"  
  
"Okay." She stood next to him, her voice low and soft. "Ter - er - Batman?"  
  
"Yeah?" He regarded her curiously. Her eyes were downcast and she held herself aloof from him. He wondered if she was having second thoughts about going in. "Max? What's wrong?"  
  
"You can say it, if you want," she paused. "I know you want to."  
  
He flinched slightly. "What do you mean? I wasn't going to say anything. What'd you think I was going to say?"  
  
"That you told me so. That I never should have doubted. . . . you know." Max wrapped her arms loosely around her body, a gesture Terry found both touching and slightly sad. "I'm sorry I didn't believe you . . . or him."   
  
"Max," he said, resting his hand on her arm. "It's okay. You never doubted us. You always knew it was true."  
  
"What are you talking about?" she asked, puzzled. "I said it was all a scam."  
  
"Yeah, that's what you ~said~. But you didn't ~really~ believe it . . . 'cause if you did, you wouldn't be here with me now." He rubbed her shoulder gently. "And I want you to know . . . I appreciate it. I appreciate your always believing in me, Max."  
  
"You've earned it," she said with a nod, squaring her shoulders. "So let's do this. We go in . . . and then get ~out~ without the flames getting us."  
  
"Deal." He pushed the door open, wincing as it groaned on its hinges, slowly swinging inward, and exposing the blackness within. He did a UV scan of the interior, but did not pick up any heat patterns any living thing. Still, a feeling of discomfort surrounded him, and he reminded himself to play it cool and cautious . . . for while he was used to hairy situations, and Max had been in her fair share of tight spots, he had to be mindful of her safety.   
  
"I'll go first; you never know what you might find in here," he said, taking a few small steps forward. "Stay behind me."  
  
"I always am," she answered, holding onto his elbow and allowing herself to be guided into the dim interior.   
  
Terry smiled. "I know," he said, and they were soon swallowed up by the darkness.  
  
***** 


	4. Four

~Four~  
  
"Get on the turnpike. We're on a schedule here, Tel."  
  
Wordlessly, Telly Marvanne maneuvered the van across three lanes of traffic, ignoring the screeching brakes, surprised expressions and angry horns of the drivers who were inconvienced - and nearly killed - by his action. Taking the overpass that led to the Tri Gate Expressway, he glanced in the rear-view mirror, half-expecting to see the blinking lights of the of the ever-present highway patrolmen - they always seemed to be around when he was at his most reckless. Not this time, though. The only car anywhere near the black van was a doddering red number crawling along at about 10 miles under the speed limit. Telly nudged the gas, and the vehicle hummed along, the streetlights on the side of the road whizzing by like shooting stars.  
  
"Good. Take this to the Simley exit. You know the way." Sandlips Stephens relaxed in the middle row of seats. "This day's been rough, and I'm slagged. I want to get this over with soon as possible." His eyes darted to a pasty-faced, sad-eyed man who was flanked by two very muscular men. "Right, Don? Won't it be good to get this all done?"  
  
"S-S-Sure, Sam." Marvanne flinched at the fear in Don's voice. ~He knows,~ Marvanne thought with a shudder. ~He knows he's gonna get slagged.~   
  
Telly's stomach dropped, and he felt a pang of guilt. Don was dumb, yeah, but he was just a kid, and kids make mistakes. Granted, Don's had been a big one, but was it worth killing him over? He glanced at Sandlips' reflection in the car's mirror. The gang lord's eyes were half closed, and a small smile flittered across his scabby mouth. He looked bored, but Marvanne knew better. Sandlips was having a grand old time playing with Don - he spoke to him nicely, was courteous, and even offered him a cigarette from his special stash. Don took the cigarette with a stilted smile and trembling fingers. Marvanne noticed Don had a blaster on him, but when push came to shove, it wouldn't do him much good. Joe and Tim, the two men flanking Don, were good shots. Sandlips was pretty quick on the draw. And he, Marvanne, was both. So Sandlips' letting Don keep his piece on him was like giving a starving man a bag of pretzels - useless, and yet another way Stephens could demonstrate that he had the upper hand.   
  
"How much longer, Tel?"   
  
"Another half-hour, tops," Marvanne replied gruffly. "We're lucky -- traffic's usually not this light."  
  
"Guess nobody feels like going to Old Town this time of night." Sandlips lit a cigarette, the blaze of light from the match briefly illuminating the dark car. "Good. We'll have plenty of privacy. The others are gonna meet us there."  
  
Marvanne noticed that Don stiffened at this. "Uh . . . you know, Sam . . . I, um . . . I . . ." Don faltered, and Marvanne could almost hear the man choking back tears. "I . . ."  
  
"Yeah, Don?" Sandlips turned to him with a slight smile. "What is it?"  
  
"Just that . . . um . . . I'm glad, you know, that we're all going together." Don took a deep, shaky breath. "You know, because I'd never want you guys to think I'm, you know, snowing you, so I'm glad you . . . uh . . . trust me enough to . . um . . you know, take me with you. I mean, you all could've split with the stuff without um . . . even saying anything to me, but you didn't . . and I, um, appreciate that. I really do, Sam."  
  
Sandlips gazed at Don for a moment - a long moment -- still smiling his strange little half-grin. "Yeah, well, I'm just that kind of guy. But you're wrong, Don -- we couldn't have grabbed the stuff without you . . . ~you~ were the one who hid the stuff in the first place. ~You~ were the only one who knew where ~our~ stuff was. So you see, we couldn't have done any of this without you, Don," Sandlips gave him a friendly slap on the knee. "~You~ made all this possible."  
  
"Uh . . . yeah. You know, Sam, I-I-I wanted to say something about that." Beads of sweat dotted Don's forehead. "I mean, when I uh, ~relocated~ the jewels, it was because the fuzz was onto us. I mean, they had Sid and Tim on the surveillance vid. I didn't tell you that I, um, relocated the rocks, 'cause it was only gonna be a temporary move. I don't think I really explained that part." He laughed . . . it was short, hard laugh. The chuckle of a man in despair. "We all gotta look out for each other, you know?"  
  
Stephens took a long drag on his cigarette. "I appreciate the explanation, Don. I do. Thank you for that."  
  
"It's just that, you know, I'm just sorry I didn't say anything before . . . could've avoided this whole misunderstanding -"  
  
"Hey, hey, hey. Don, don't apologize." Sandlips gave him another slap on the knee. "It's done. Isn't that right, guys?" he looked around at the rest of the gang. "Isn't that right?"  
  
The two musclemen nodded. Sandlips, pleased, turned to Marvanne. "Tel . . . it's done, right?"  
  
Marvanne paused a few moments before answering. "Yeah, Sam. It's done."  
  
"It's done," Sandlips repeated thoughtfully, regarding Don again. "It's done, my friend. So don't give it a second thought."  
  
Marvanne glanced in the mirror again at Don. He'd gone deathly pale, and looked as if he were about to faint. Telly turned his eyes back to the road. Sandlips was not quite right: it was ~not~ done - yet. But it would be very, very soon.  
  
  
****  
The inside of the deserted warehouse was surprisingly cool, completely silent, and, save for slices of moonlight filtering in through the wooden planks on the windows, dark as a tomb. The sour smell of mildew permeated the entire room, though it wasn't so overpowering as to be unbearable. The air was filled with dust, though, and that ~was~ a potential problem. Batman looked up at the ceiling, and saw that the wooden beams overhead were pretty well intact -- almost ~too~ intact for a building that had been closed nearly 40 years. But the dust was definitely coming from above. He set his  
cowl to do a particle scan, and was slightly relieved when the air molecules tested negative for asbestos or other airborne dangers. Still, there was something about the building that didn't sit well with him. He glanced upward again with a grimace. "Well . . . it's clean, at least."  
  
"You consider this clean? I'd hate to see your room." Max gripped his arm with both hands as they snaked through the level. "It's like walking through mud in here."  
  
"I know." His eyes narrowed. "The boards over the windows are cutting out a lot of the light from outside. We'll have to improvise."  
  
"Ummm . . . okay. I think I might have a flashlight in here." She rummaged around in her utility choker. "Hmmm . . . not this one . . . nope . . . no . . . uhhh . . . aha!"   
  
Terry heard a subtle snap, and then a glowing oval of light hit the far wall, swinging slowly around and momentarily illuminating objects in the room. "There we go. Better, no?"  
  
"Nice try, but I have something else in mind." He plucked the gadget from her hands, studying the long, slender cylindrical device curiously. "How could this fit in ~this?~" His fingers brushed the apparatus around her neck.  
  
"It's collapsible, can fold down to the size of a vid-disk." She snatched it back. "Don't tell me you want to do this in the dark. Even the original Batman had some light to work by."  
  
"The place was filed with smoke." Batman moved to the middle of the room, stooping low. "Visibility was probably pretty bad. But he had his UV lenses, so he probably was able to see pretty okay."  
  
"All right . . . so what are we going to do?"  
  
"You'll see in a minute." Terry removed several rectangular objects from a compartment in his belt, arranging them in a wide circle. "Maybe this is cheating a little, but . . ."  
He stood and stepped back, pressing a button on his belt. The tubes sparked a little before glowing hot and white, suffusing the room with a gentle light. "There. Portable mood lighting."  
  
"Impressive." Max blinked rapidly, her eyes adjusting to the brightness. "But looking at the place now, I think it looked better with the lights off."  
  
"No kidding." Terry took in their surroundings with an inquisitive eye. Piles of broken-down chairs and tables littered nearly the entire lower level, and discarded wood beams and bedposts stood propped up against the walls. In the rear of the building, Terry could make out the bulky forms of writing desks and china cabinets, all in varying states of disrepair.  
  
"It's kind of sad," she said as they made their way around the debris. "This stuff could have been worth something if someone had kept it up. Why do you think they'd leave all this inventory here? Even if they sold it for way below market value, it would have turned more of a profit than leaving it to sit and rot."  
  
"Beats me." He ran an exploratory hand over a nearby table, grimacing as his fingers sank into a coating of dust at least three inches deep. "Maybe nobody wanted it. It's all pretty old-fashioned, by the looks of it - the kind of stuff Wayne would drool over. Come to think of it," he said, stopping near a dusty love seat. "That chair looks kind of familiar. I think Wayne might have one just like it in his study - complete with mold."   
  
He leaned close, to inspect the fabric. "It would sort of make sense, huh? He did own the place once-" he stopped abruptly as an object next to the chair caught his eye. "What the . . ." he stooped for a closer look.  
  
"What is it?" Max gazed over his shoulder as he bent low and straightened up again holding a crumpled piece of paper. "More junk?"  
  
"It's a Frank-O's wrapper." He held out the white-and-blue paper to her. "The mustard on the wrapper's dry - but barely. And there's bits of onions on here that look relatively fresh." His jaw set hard. "Someone's been here. Like in the past day or two."  
  
"But who?" She glanced instinctively over her shoulder. "The only people who hang anywhere near here are the workers involved with the revitalization project. Could it have been them?"  
  
"Doubtful. ~Look~ at this place." His eyes swept the space. "It's a mess. If people had been here cleaning up, ~why~ does it still look like an earthquake hit it?"  
  
"Good point. It was probably a bum or something. Liberty Park's not far from here, and compared to the other places around here, it's not a bad place to sleep."  
  
"Could be." Terry was lost in thought a moment. While the former furniture factory was in slightly better shape than its neighboring structures, it was still pretty dirty and old. But beside that, the factory didn't particularly look like ~anyone~ had slept there. The relics wore a coating of grime, and none looked as if they'd been disturbed at all. But for the wrapper, the building looked as if it hadn't seen any company since it closed. Terry glanced at the doorway. Someone had pried loose the boards over the doorway. Someone had been in the factory - that was certain. But if the person who'd been in there wasn't there to clean it or sleep in it, ~what~ had the person been doing there?"  
  
"We'd better get started." Terry tucked the wrapper into a spare section of his utility belt. "We've got school tomorrow, you know."  
  
"Glad someone remembered that," she said as they walked over to the doorway. "I'm ready when you are . . . Batman."  
  
"All right. Here we are, the hideout of Two-Face." Terry's voice deepened somewhat. "He's inside somewhere . . . and we sneak into the place." He curled low toward the ground, creeping soundlessly along the floor. "This is a factory, so there's probably all sorts of equipment and boxes to hide behind, so we find something, and -"  
  
"Hold it. Back up. I don't think we're starting the right way."  
  
"What?" Batman relaxed his stance, and stood up, amazed to see that Max had not moved from the doorway. "What are you talking about?"  
  
"Ter, you've cut into enough gang deals to know that even the small-time guys have lookouts - with guns -- posted at the door." She folded her arms. "And Two-Face was about as big-time as they got in those days. He probably had a whole infantry crammed in the doorway, around the building, at the alley . . . Batman and Rob - er, we just can't ~walk~ in here."  
  
He mulled that a moment. "Fine. We take the guards out, ~then~ come in. How about ~that~?"  
  
"Great . . . and then everybody on the inside knows someone's on to them"  
  
"Not if we're quiet - and quick," he spoke in an exaggerated whisper. "I can knock a man out in five seconds."  
  
"Big deal. ~I~ can do it in three."  
  
He recoiled in surprise. "~Three?~ Are you kidding?"  
  
"Okay, well maybe I am. But the point is, there were a bunch of guys inside here doing a lot of dirt, and on each side of the building, there are armed guards. The way to go in a case like that would to be to use the element of surprise." Max took a few steps into the building. "I think that big guy and the bird ~dropped~ in on Two-Face and his goons. Literally."  
  
She looked up at the ceiling. Terry followed her gaze, resisting the urge to laugh.  
  
"Max. . .you're kidding right? You think they busted through the roof?"  
  
"Or a skylight. Every factory had one. Probably even this one did, before it got closed down."  
  
" ~That's~ some surprise, all right. While they're falling oh, 40 or 50 ~feet,~ Dent and his friends could have recovered enough to take off - or start shooting."  
  
"Not if they came down shooting first." Max shook her head rapidly at his thunderstruck look. "I don't mean with ~guns~. I mean shooting the little gadgets. The Batarangs and the . . . um . . . what are the little wrap-around cords called again?"  
  
"Bolas."  
  
"Right. Those. By the time Two-Face knew what was going on, it was over." She smiled. "Now how are you gonna do all that from the door? And we're talking about two of the greatest heroes in this city's history . . . they come in to make an arrest, they do it in ~style~."  
  
"Hmmm." Batman was studying the upper limit of the building, noticing something that the darkness had concealed from even his supercharged lenses - a very narrow catwalk that spanning the front and rear walls. "Maybe . . ." A sly grin lit his face as he got an idea. "Maybe. We could try it."  
  
"Uh . . what?" She stared at him. "How? The skylight in this place has all sorts of wood over it . . . besides, I don't think my suit can withstand glass. Hell, I don't think it can stand up to a strong wind."  
  
"Well, we don't have to go completely wild. This is just a reenactment, after all. Stay put for a second."   
  
"Have to use my flight capability for this one." He spread his wings and rocketed upward, landing neatly on the skyway. "Want to see how strong this thing is," he called down to her. Batman put his full weight on the slim bridge. It stood firm beneath his feet, staying put even as he stomped and jumped up and down upon it. He went down almost on all fours, studying the construction closely.  
  
"Is everything all right up there?" Her voice echoed through the building. "What are you doing?"  
  
He stopped jumping, and leaped from the bridge, using his wings to float gently down to the lower level. "I think it's solid enough. Let's go."  
  
"Solid enough for what?" She looked perplexed. "~Where~ are we going?"  
  
"~Up.~" He pulled her to him, and fired his rockets, impelling them upward. Landing on the sturdy platform, Max wriggled from his arms and gaped at how tiny the discarded furniture looked from their new perch. "Um . . . what are you planning?"  
  
"We're going to do this your way." Batman latched one end of a bungee cord to a clasp on his utility belt and the other to a hook on the footbridge's railing. Tugging hard, and satisfied that the cord was secure, he turned to Max. "Well? You ready to make a Batman-and-Robin-worthy entrance?"  
  
Suddenly, she understood what he was doing, and she turned to him with an astonished glare. "Are you ~insane?~ This place is coming apart at the seams . . . what you want to do could bring the whole place down on our heads!"  
  
"Max, it's all right. I scanned the thing for integrity breaches. It's solid. We're okay."  
  
"Well, what if the cord breaks? You've got your mask on too tight if you think I'm going to go for this. Get me down from here!"  
  
"Would love to, but we're the old-time Batman, and, er, sidekick, from now on. And there's only one way down." He took in her rigid posture, and noticed the way she continued to look down, her hands gripping the railing. "We're ~not~ going to bring the place down. This thing isn't even connected to the central beam of the place - the thing that keeps this baby standing. It looks like it was put in ~after~ the place was built, in fact."  
  
Max flinched as he moved to put his arms around her. "Max - Batgirl -" He noticed how smoothly the title slipped off his tongue, and marveled at that a moment before continuing. "We're partners. We've gotta trust each other. And, you've gotta know I'd never try something like this unless I thought it was safe for both of us. If something goes wrong - if it breaks - I'll have you. I've got my wings still. I won't let you fall."   
  
He breathed a sigh of relief when he felt her relax in his arms. "You with me?"  
  
She looked over at him, her eyes serious. "I believe you. But I'm thinking this was a ~much~ better theory when I was standing down ~there~."  
  
He chuckled softly. "Been there. Every idea seems good in theory. But when you put it in ~practice~ . . ."  
  
"Yeah . . . just like everything seems scarier in the dark."  
  
"Right . . . but if you think about it, there are some things that work really well in the dark."  
  
She gave him a sharp glance. " Like ~what~?"  
  
"Um . . ." His face blazed. "Um . . . like watching movies and vids and stuff." He cleared his throat unnecessarily, waiting for his blush to abate. "Ready to go?"   
  
Max hesitated a moment. "You, my friend, are so much in my debt for this."  
  
"Hey . . . it's ~your~ idea."  
  
"Fine, blame this on ~me.~"  
  
They hopped together on the handrail. Max turned her back to him, stiffening as he placed his arms around her middle, drawing her firmly against his body. "Hey . . . is that a Batarang poking me in the back or are you just ~extremely~ happy to see me?"  
  
"Max!"  
  
"A ~joke~. Just a little levity to get my mind off that we're about to do something completely crazeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeee!"  
  
She screamed as they jumped from the bridge, freefalling feet first through the dim, musty air. The pair plummeted so quickly that their surroundings became a shapeless mash of shadow and light. Terry had a death grip on her, but Max continued to yell in terror, her shrieks bouncing around the factory as they continued to fall. She saw the ground approaching at a dizzying rate of speed, and she could feel herself beginning to slip out of consciousness from utter fear. Her thoughts were a jumble and she squeezed her eyes closed. ~Ohmigod. Ohmigod. We're going to die, we're going to die, we're going to --~   
  
A violent jerking motion took her breath away and caused a fleeting, but sharp, pain at her rib cage as the cord caught and held taut. They weren't falling anymore, she realized dimly, but they were still ~moving~, bouncing slightly as the cable began to lose the tension it had built up in sustaining the initial impact. They dangled in mid-air, swaying back and forth in an almost leisurely manner. Max fearfully opened her eyes one at a time, nearly fainting with horror when she saw how close they were to the ground - fewer than two feet. If the cord hadn't caught when it did . . .  
  
He lowered her lightly to the ground before unhooking himself and landing nimbly beside her. "You were right," he said, slightly out of breath. "That entrance ~definitely~ has more style than coming through the door."   
  
Terry's eyes swung her way, widening slightly when he noticed how pale the coffee-colored skin looked. ~It's gotta be a trick of the light.~ He peered anxiously into her face. "Max, you okay?"  
  
She didn't answer, her eyes riveted to some point in the distance. "Max? Max, come on, say something. . . ~do~ something."  
  
Another moment passed, and Terry was just beginning to speak again when Max spun around, her fist connecting hard with his shoulder. He stumbled back, stunned.  
  
"~Not~ exactly the response I wanted. What was ~that~ for?" He rubbed his shoulder. "We're alive, aren't we?"  
  
"Yeah, and that's good, because once we get out of here, I'm going to kill you."   
  
His smile was fleeting. Good. She was all right. "All right, ~now~ we're in. Two-Face's goons are coming at us from all over," he crouched into a fighting stance. "They're keeping us busy while Dent runs around and starts setting the place on fire -"  
  
"Wait - Two-Face set his own ~hideout~ on fire? I know he was nuts, but . . ."  
  
"Dent was obsessed with things in twos," he explained. "All his plans had to have ~two~ distinct parts. He knew Batman was the only person who could haul him in, so he was probably expecting him. So part one of the plan was to keep Batman and Robin occupied. Part two, set the place on fire so he could get rid of all evidence of the stuff he smuggled into Gotham."  
  
"How long would all that take?"  
  
"There were at least two dozen mobsters in on the take with him. Maybe ten, fifteen minutes."  
  
"For Two-Face to torch the building?"  
  
"No . . . for Batman to get rid of the thugs." Terry pictured a hard-nosed bandit standing right in front of him, and took a swing at the air. "It took Dent a lot less time to set the building on fire . . . he had a couple of cans of gas and a whole lot of matches."  
  
"And this all happened in a gun factory? It's a wonder the place didn't blow sky high."  
  
"There were a few explosions, but nothing major, or yeah, Wayne would have been fried. Anyway, so we're fighting about ten or fifteen minutes. Or ~I~ am, anyway. You go down early on into the fight. Somebody beans you with a two-by-four -"   
  
"Ouch."  
  
"Yeah." Terry halted as moment as a flickering on the opposite wall drew his attention. Max's shadow, he realized, turning to watch in a sort of dreamy fascination as she feigned battling a group of imaginary foes. His eyebrow rose as she exhibited some of her fancier moves - moves he'd never seen her try before.  
  
~Has she been practicing?~ He watched her swing, executing a neat set of uppercuts and jabs. She kicked high, her legs slicing through the air in graceful, powerful arcs. Her boots flashed in the half-light, the spiky heels looking even more lethal in the dimness.   
  
"So," Max, not noticing his watching her, continued her shadow kickboxing. "How long . . . until I . . get unconscious?"  
  
"In actuality, probably another ten minutes," he replied. "But we'll do the express version. Another minute or two, and then you go down."  
  
She nodded, slowing her movements. "Before I forget . . . there was one thing I wanted to ask you about before you drop me off at home. Remind me when we get out of here."  
  
"Well, you've got another minute of consciousness left," he said. "If it's something quick, I can answer it now."  
  
"It's quick. It's a yes or no. Well, it should be anyway."  
  
"Then shoot. As long is it's not about o-chem . . ."  
  
"No, it's about Dana."  
  
"Uh . . . Dana?" Now that was a fine curveball she'd thrown. "What about her?"   
  
Max swiveled around, regarding him with eyes that were bright, inquisitive and something else Terry couldn't quite read.  
  
"There's a rumor going around that you two broke up." She paused. "I wanted to know -- is it true?"  
  
He jerked back, startled. "~What~? Where did you hear ~that~?"  
  
She shrugged. "Nowhere in particular. So you guys are okay still?"  
  
"Are we ever really okay?" he sighed heavily, his shoulders drooping forward. "We were supposed to go to a concert last weekend, but Mad Stan had other plans - and his involved grenades and a very nasty plasma bomb." Terry scowled. "I had to split. Dana really hasn't talked to me much since then. Did . . . Dana say something to you?"  
  
"No," Max replied. "Jackie Wallace IM'd me in English yesterday to ask if ~I'd~ heard the news. I asked her where ~she'd~ heard it, and she told me Chelsea had talked to Missy who got a buzz from Jennifer who said that Tina swore she heard ~you~ say something to Randall about it in your Study of Cultures class."  
  
"Huh?" His brows knit in confusion. "I don't even ~talk~ to Randall. And I had to cut Cultures yesterday because a couple of guys were trying to break into Second National."  
  
"I figured it was bogus. But I wasn't sure, because I hadn't seen you two together in a while. Now I know why." She turned away again. "I'm knocked out now, right?"  
  
"What?" It took him a moment to realize that she'd switched back into Batgirl mode. His mind, however, was still on the brief exchange. He bit his lip hard as myriad thoughts swirled through his mind, making it impossible for him to concentrate on the assignment.  
  
"Say the word, and I'm down." Max's voice sounded slightly farther away, and Terry realized that he had forgotten that Robin, in the original scenario, had been a good distance away from Batman when he'd been rendered insensible. Max had remembered, though, and she'd positioned herself accordingly. Terry smiled - good to know ~one~ of them had their head still in the game.   
  
"Max, wait." He walked over to where she stood, several feet from their starting position. "Before we finish this up . . . can I ask you something?"  
  
"Right this second?" She cocked her head slightly. "I thought you wanted to be in, out and done. Can't we grab some coffee or something later and talk?"  
  
"We could . . . but it's on my mind ~now~ and -"  
  
"All right." She held up a hand. "Say no more. Who needs sleep anyway?"  
  
"~Now~ you sound like Batgirl."  
  
"What?"  
  
"Um . . . an inside joke." He grinned slightly, but his expression quickly became more serious. "Max . . . you're my friend right?"  
  
"Right . . ."  
  
"And, if I asked you to give me an honest answer about something I've been thinking about, you would . . . right?"  
  
"When have I ever ~not~ told you exactly what I thought?"  
  
"I know, but this is, well . . ." He hesitated a moment, clasping and unclasping his hands. "It's just . . . well, do you think I'm being selfish?"  
  
"Selfish? What do you mean?" she looked baffled. "Selfish how?"  
  
"With Dana," he stared at the ground, tracing designs in the coating of dust on the floor with the toe of his boot. "We haven't had a date this month that I haven't had to run out on. She's getting sick of it. I keep thinking that she's going to dump me any day now, and a part of me thinks that'd be a good thing." He paused. "But there's another part of me that doesn't want to give her up . . . and I keep thinking to myself that it'll get better. That maybe I'll have cleaned this city up so much that there won't be that much crime, no emergencies the GCPD can't handle . . . and then Dana and I will be able to have a ~real~ relationship."   
  
Terry glanced at Max's face, which was still beneath her cowl. "But I don't kid myself. If that day ~ever~ comes, which is doubtful, but if it ~does~, it won't be any time soon. And in the meantime, I'll still have to run out on dates and come up with more lame excuses. And that's not fair to her. Is it?"  
  
Max's lips twitched slightly. "Ummmm . . . you want me to answer that as ~your~ friend, as ~Dana's~ friend, as your confidante or as a pseudo-Batgirl?"  
  
He placed his hands on her shoulders, looking deeply into her eyes. "I want you to answer as ~Max~. What do ~you~ think?"  
  
"I know," she squared her shoulders and held his look. "You really want to know ~my~ opinion? ~Mine~?"  
  
"Yours," he nodded. "Don't hold back. I need you to be totally real with me. You're one of the few people I can count on to do that."  
  
"All right. But if you really want ~my~ opinion, I'm going to have to be me for a moment." With that, she removed the cowl in one smooth movement. The light from the glowing bars highlighted the dark skin, casting a silvery glow on the gently mussed pink hair. Her eyes were grave and solemn, but her shapely lips quirked into a subtle grin as she followed his gaze over her face and to her hair.  
  
"I have 'cowl-head' don't I?" Max ran a hand over her cropped locks. "How do ~you~ deal with it?"  
  
"Gel." He smiled and reached out to smooth down a cowlick she'd missed. "It looks good on you though."  
  
"Hmmmm . . ." She exhaled slowly. "It'd be nice to sit down for minute. These boots are murder. Your rockets ain't nothin' next to these heels."  
  
"I believe it." He scanned the room for a less-dusty place where they could relax without attracting too much dirt. "Seems to be less grimy the farther back you go."   
  
He motioned to the back of the warehouse, and they trooped to the far recesses of the place, the light from the incandescent tubes growing fainter the farther back they went.  
  
"They say they're going to make these factories into swanked-out town homes and condos during the renovation," Max said as they walked. "What does Wayne think about that?"  
  
"He's not happy about it changing so much, but at least Old Town got the historical designation he wanted. I think he's gonna buy up a block or two here and spend money to restore it to what it ~used~ to be - hey . . ." He stopped as they reached the extreme rear of the level and were met with a bulky object covered in a tarp-like shroud. "What's this?"  
  
"I don't know. Sort of looks like . . . a body." Her eyes widened. "Oh wow . . . do you think-"  
  
" I don't think so." He shook his head. "Whatever it is, it's inanimate . . . and always has been."  
  
"How do you ~know~ that?" she asked, smirking when he tapped his cowl. "Don't tell me that thing gives you X-Ray vision."  
  
"No, not exactly. That'd be nice though." He smiled wistfully. "But for one thing, if it were something dead under there, this place would smell a lot worse than it does."  
  
"Fine, then let's find out what it is." Max stepped forward, but Batman grabbed her arm, forestalling her.   
  
"Wait. Just because it's not a body doesn't mean it's not trouble. Could be a bomb for all we know." His voice dropped to a whisper. "Get in back of me and be ready to run if there's trouble."  
  
He approached the object cautiously, taking hold of an edge of the covering, and doing a silent count to three, he whipped the mantle off with the flourish of magician, revealing . . . a large, slightly chipped, but serviceable, roll-top desk. Terry gave the desk a once-over. It was mahogany-tinged and stately looking, though it teetered uncertainly when he nudged it. He looked down and noticed that its shakiness was due to one of its legs being shorter that the other, but otherwise, it looked to be in good shape.  
  
"Hmph," Max grumbled. "A rundown, spooky place like this, and the only suspicious-looking thing in it turns out to be an old piece of furniture. How boring."  
  
"But why is this covered?" He wondered aloud. "Every other thing in here was left out in the open, but not this one."  
  
"It looks nice." Her fingertips played along the smooth surface. "Maybe whoever was in here last saw this, liked it, and decided to keep it protected until he comes back for it."  
  
"It would have had to have been the person who was in here last." Batman nodded. He lifted the heavy covering. "This blanket is made of Sartaine: newest fabric on the market - repels all liquids, and it doesn't stain. Wayne Tech got the patent earlier this year."   
  
He let it drop again, a puzzled look flitting across his face. "Sartaine isn't cheap, and this desk is already old and kinda worn out. Why go through the trouble of keeping it safe? That doesn't seem normal."  
  
"Of course it isn't," Max hopped up on the writing table, swaying a bit when the desk tipped. "But this is Gotham. Nothing's ever 'normal.'"  
  
"Guess not," He gingerly perched next to her, evening out the weight on the desk, which held the piece of furniture steady. "So . . . you were saying? About me and Dana?" He moved to face her. "Do you think I'm being a total twip about this?"  
  
"Well . . . maybe." She was silent a moment. "But not because I think you're doing anything wrong."  
  
"Huh?" Confusion was evident in his voice. "What do you mean? ~I'm~ the bad guy here . . . ~I'm~ the one who keeps leaving ~her~, who keeps making excuses to ~her~, who can't ever be there for ~her~. ~Everything~ I'm doing is wrong."  
  
"As far as Dana's concerned, yeah, maybe you're right." Max nodded slowly. "But as far as everybody else in this entire city goes, what you're doing is one of the most right, noblest things in the world." She looked at him, her head titled slightly to one side. "Ter, it's hard for me to hear you call yourself 'selfish' when I know that you are out there putting your life on the line every single night. You've got a family who's depending on you, you've got friends, you've got Dana, but none of that stops you from putting on that suit and going out to protect this city and everyone in it. That's about as unselfish as it gets."  
  
"But . . . Dana can't know that," he said softly. "I mean, I appreciate what you're saying, but Dana ~can't~ know."  
  
"I try to remind myself that she doesn't know every time she comes complaining to me that you broke a date, or that you're not home when she calls." She looked thoughtful. "But it's hard. It's hard to listen to that when I know that you're out somewhere maybe getting pounded on by a bunch of Jokerz or guys with blasters, or any of the other weirdoes out there. It's hard, sometimes, being your friend ~and~ Dana's." She sighed deeply. "I try to see both sides of the argument, but it's hard for me to get on her side."  
  
"Because you know I'm Batman."  
  
"No . . . because you're a hero." She placed a hand over his. "And because I know that you ~are~ there for her, when it counts. ~You~ saved her from the Rat kid. ~You~ got her out of Hill High during that whole Willy Watt thing."  
  
"~Batman~ did all that, Max. Terry McGinnis was out slagging off somewhere - at least as far as Dana knows."  
  
"It was ~you,~ Ter. ~You~ saved her." Max's voice was hard. "You ~are~ Batman, McGinnis. In or out of the suit . . . you're ~still~ Batman. And without you, a lot of people -- Dana, me, Nelson, Mr. Wayne, just to name a few -- would have been dead several times over."  
  
They were quiet in the semi-darkness for a while. "Thanks," he said finally, his voice soft. "You know, Max . . . you know me so well. I wonder if we'd be this in sync if . . .if we were . . . together." He paused a moment before uttering the final word, his face blazing underneath his mask.  
  
"Together?" She shot him a sideways glance. "You mean like . . .~dating?~"  
  
He nodded. "You know what I do. You support me. I wouldn't have to worry about what you'd think if I had to run out in the middle of a movie or dinner." His gaze slid over to her. "I mean, thinking about it rationally, it'd make a lot of sense, don't you think? Or would you get tired of me, too?"  
  
Max hopped down from the desk, brushing specks of dust from her costume. "Um . . . I think we probably should get on with this. Leslie's probably wondering where I am, and these boots are starting to chafe, and . . ."  
  
"Hey, hold it." He jumped down, too. "Did I say something wrong?"  
  
"No . . . it's just that . . ." She hesitated a moment, shifting her weight from one foot to another. "This is probably not something we should be discussing now . . . or ever, really."  
  
"Why not?" he demanded, standing in front of her. "We're just talking. It's like debate. And besides, you keep saying that things would be better between Dana and me if I just told her that I'm Batman. Well, if that's true, then it would make sense that having a relationship with someone who already knows that I'm Batman would be even easier. Right?"  
  
"Easier," she repeated faintly. "Yeah . . . maybe easier for ~you.~"  
  
"Easier for the both of us," Terry said. "I wouldn't have to worry about making excuses to you and you'd always know what I'd be doing."  
  
"Exactly. I would. And ~that's~ the problem."  
  
"Huh? What do you mean?" He looked puzzled.   
  
Max sighed in exasperation. "Terry, any time we're together and Wayne calls you up, I think that it's exciting and all for, like, a few minutes, but when you go, I start to get really worried. I've seen the types of dregs you've had to deal with." Her voice carried a slight edge. "And I know that the suit is top-notch and the car is top-notch and so are you, but I see the bruises on your face. I see the casts. I see the splints. Hell, with the thing with Zander and Kobra, you had ~four~ freaking cracked ribs and a concussion."  
  
"A mild one."  
  
"Whatever. Anyway, when you're jetting around doing the hero thing, I think it's cool and all, but sometimes I wonder if this'll be the night that something goes wrong with the suit . . . or if you'll be on the business end of a blaster, and not have any Batarangs left. . . or if something else will go wrong and I'll . . . never see you again." She swallowed hard, looking away from him. "Terry, if we were together, it'd be a thousand times worse. I'd be in a state of panic all the time, ~always~ wondering where you are and if you're going to get out of it this time. If I were in love with you, I'd be constantly punching up the commlink, keeping you occupied with stupid gossip and meaningless stuff just so I'd have some peace of mind and know that you were all right. I'd want you to take me with you all the time, everywhere. . . I'd want to be in on ~everything.~ So tell me again how that'd be ~easier.~"  
  
"Max, you do all that ~now,~" he said with a grin. "So what does that mean?"  
  
She didn't move for quite a while. "What do you ~think~ it means?"   
  
His smile disappeared as he realized what he'd just said, and what ~she'd~ just said. Terry stared through amazed eyes at the pink-haired girl. She was still not looking at him, but he could tell that she knew that he'd picked up on the meaning of her words. Her back was stiff, and she seemed poised to fly away. All kinds of thoughts blurred Terry's mind, but he knew he had to proceed slowly.  
  
"Max." His voice was soft as he approached her. "Max, I . . ."  
  
She flinched when he placed a hand on her shoulder. "Terry, shouldn't I be unconscious now?"  
  
The building. The old Batman. The fire. Thoughts of those events had fled his mind. "Max, why didn't you say something before?"   
  
"So, should I be over there," she said, indicating a spot in the corner of the far wall. "Or somewhere more toward the center of the room?"  
  
"Max, come on . . . answer me." He spun her to face him. "We need to talk about this."  
  
"I'm not Max right now." Her eyes flashed angrily. "I'm Batgirl."  
  
"No, you're not. You're Max." He peeled off his cowl, revealing serious, piercing blue eyes. "And I'm Terry. And we're here together, and I want to know if you're saying to me what I think you're saying to me, and if you are, why didn't you tell me something before?"  
  
Max remained silent.  
  
"You can't just say something like that and let it drop. I mean . . . has it ever occurred to you that . . . I might . . . be thinking . . .uh . . . along those lines?"  
  
She looked at him then, her lower lip trembling. "No. It never did."  
  
"No?" He stared. "Why not?"  
  
"Because I'm ~me,~ Ter," she burst out angrily. "I'm ~Max.~ I'm the ~friend~. I'm not glamorous, I'm not beautiful, I'm not anything that would catch ~your~ eye. I have pink hair, for chrissakes, I live for pizza and vid-games . . . I don't wear dresses. I'm everything Dana ~isn't.~ And you're breaking your neck worrying about how you can stay with her! So no, I never thought you might be interested in me. Go figure, huh?"  
  
He was stuck dumb for a moment, looking at her. The large, dark eyes were glassy. Her body was tense, and her jaw clenched tight.  
  
Terry shook his head. "You're wrong," he said softly. "You are beautiful. And never once have I ever thought of you as the female version of Matt."  
  
"You're just saying that because of the suit." A small smile tugged at the corners of her mouth.  
  
He glanced down. "Yeah, the suit's incredible . . . but it's more than that." Terry placed a hand on her cheek, his fingertips gently stroking the chocolate skin. "It's a lot more than that."  
  
Terry held her gaze for a beat, before some unknown force propelled him forward. His eyes closed a split second before his mouth swept hers. What began as a glancing brush quickly deepened into something much more passionate, their lips caressing and parting in a frenzied, passionate dance. Max's arms clasped themselves around his neck, and Terry sighed inwardly as he felt her relax against his body, and his arms circled her waist, drawing her closer. He marveled at the range of thoughts going through his mind . . . that her suit was a made of a material that slipped nicely over his own costume . . . that kissing Max reminded him of the first time he'd put on the Batsuit and soared over Gotham. It had been scary, exhilarating, and slightly stomach churning, but nothing in his life had ever felt so right, so natural.   
  
But then kiss ended, and Terry found himself jolted back to reality as he stood pressed against the desk, Max having pushed him firmly away.  
  
"Max? What's . . . what's wrong?" he asked breathlessly, his lips buzzing delightfully. "Was I holding you too tight . . . hurting you?"  
  
"No." Her voice was thick with emotion. "But what we were just doing . . . it's hurting Dana. We can't do this, Terry."  
  
"But . . ." He struggled to get his thoughts together. "Max . . . I . . . we . . ."  
  
"Terry, look. Yes, okay? Yes, I've thought about being your girlfriend. Maybe I am a little crazy about you," she said in a near-whisper. "I've always wondered what it might be like . . . and if that kiss is any indication, it'd probably be really, really, good."  
  
"I'll say," he muttered faintly, his heart thudding hard.   
  
"~But~ you're with Dana," she continued. "And even if you weren't, I think that we're probably better off as friends. Especially, you know, under the circumstances . . . I don't want to ruin what we have now."  
  
Something seemed wrong in her reasoning, he knew, but he couldn't think straight just yet. The memory of how her plush, supple lips felt beneath his own was still running through his mind, and he flushed, struggling hard to keep himself from pulling her to him again.  
  
"Terry?" She stared at him in concern. "Look, I'm sorry about earlier. I didn't mean to yell. I just got a little carried away. I never meant to -"  
  
Her words were cut off by the squeal of tires coming from directly outside the building. Terry's mind snapped into focus as more cars were heard coming to a stop outside, and the yellow beams from the headlights leaked through the slats in the windows and door, clashing with the light emanating from the fluorescent bars in the middle of the room.  
  
"What's going on?" Max glanced around. "I didn't hear anything . . . what are the cops doing here?"  
  
"Not cops." Terry pulled on his cowl and motioned for Max to do the same. He dragged her behind the large desk and crouched low, pressing a button on his belt to kill the lights from the glowing tubes. "Cops would have had their sirens on," he whispered.   
  
Car doors opened and slammed shut, and a tangle of voices grew louder and more distinct as footsteps approached the building.  
  
"Who then?" she started to ask, but he waved her into silence as the front door squealed on its hinges, allowing a perfect crescent of light to enter the murky space. Batman held his breath for three beats as he strained forward, attempting to get a glance at the shadowy figure just on the other side of the door.   
  
A head appeared in the doorway and swiveled around quickly, withdrawing before Terry had a chance to fix his lenses on the figure. A moment or two passed in which Batman could hear Max's soft breathing and two or three people speaking in hushed tones near the entrance. Careful not to make a sound, he shifted his weight and extended two fingers in the direction of the voices, tuning in the microphones on the tips of his gloves. The mics' amplification feature had little effect, however. There was a sudden burst of noise on the next street over, and what words and snatches of conversation he was able to pick up were distorted by the other sounds.   
  
The door slammed shut then, but Batman could still hear whispered conversation on the other side of the door. Whoever it was wasn't going anywhere any time soon, it seemed. Terry shook his head grimly. Just when he thought the night couldn't get ~more~ interesting . . .   
  
  
**** 


	5. Five

~Five~  
  
  
  
  
Silence.  
  
It descended at once, like a malevolent fairy crashing the christening of a fairy princess. All at once, the voices on the other side of the door had vanished, as if by magic, and were replaced by a sudden, ominous, all-encompassing silence.   
  
Silence. Batman's jaw twitched as he concentrated his focus on the now-closed door. He didn't like it - not a bit.   
  
"Are they gone?"  
  
Terry jumped, then relaxed when Max put her hand on his shoulder. He was quiet for some seconds, attempting to pick up any noises outside the door.  
  
"Doubtful," he said finally. "It's quiet, but the cars haven't moved. They might be walking around somewhere."  
  
"What was ~that~ about?" Max spoke in a guarded whisper near his ear. "Somehow, I don't think the demolition crew would get ~this~ early a start."  
  
"Your understatements are so cute." Terry adjusted the long-range auditory sensors on his cowl. Still nothing. "I didn't that great a look at 'em, but they were dressed too nice to be bums."  
  
"Not cops, not homeless, not workers . . . then who?" Max tugged at her cowl. "What kind of person would be here at this time of night? Er . . . besides two people dressed as oversize bats. But we're out of our minds. We don't count."  
  
"Dunno." Batman frowned deeply, still keeping his eyes trained on the front door. "But as soon as I find out, I'll let you know. Let's go."  
  
"What? What?! Hey!" Max glared at him. "No ~way~ we can leave now. It's just getting exciting!"  
  
"Exactly my point." He took her arm. "Which is why I'm taking you home."  
  
"You can't do this Ter," she whispered fiercely. "I'm your right-hand girl. We're partners, remember? We're in this together."   
  
"Max, this isn't game anymore," he shot back. "I'm getting a bad feeling about this. Now, there's gotta be a back door to this place. . ." He glanced around the dark space.  
  
"You can't be serious. First off, if whoever that was out there is up to no good, they'll be able to do their thing and be halfway to Metropolis by the time you take me home and come back," Max argued. "Second, we don't even know what's going on . . . it could just be plainclothes cops checking to see that this place isn't turning into the Gotham Arms for the homeless. Either way, taking me out of here isn't the answer."  
  
"Then what is -" Terry began, when the front doors banged open suddenly, the moonlight flooding into the dark room. He barely had time to push Max behind the desk and crouch down before six or seven men rushed in, fanning across the front of the warehouse, their footsteps loud and precise in the darkness. Batman glanced over at Max - she hunkered down in the shadow of the desk, but he could still see the subtle gleam of her costume.  
  
Terry held his breath as the footfalls drew toward the rear of the warehouse. He carefully stuck his head around the desk, taking in the intruders in a swift glance. The men were tall, beefy, and dressed in dark colors. Each of them had blasters - rapid fire, high-gauge, he noted -- but none of them looked familiar. ~Run-of-the-mill thugs. ~Armed~ run-of-the-mill thugs.~ The Bat sighed inwardly. ~Beautiful.~  
  
"All right, quiet." A low, almost gentle voice issued forth, and all movement ceased. "We don't have much time."  
  
"Wait a minute. I don't like it, Sam."   
  
Terry frowned at the new voice. It was tremulous, deeper than the first voice, but much less self-assured. "I tell ya, there were lights on in here. They were shining through the cracks in the doors."  
  
Batman cursed inwardly for not picking up the incandescent bars that were now lying just inches from where the gang was standing. He took comfort, however, in the knowledge that he alone could turn the lights on and off, and that even if the bars were found, odds were the men would dismiss them as junk - the warehouse was filled with it, after all.  
  
~Or maybe not.~ Terry glanced around the building's lower area once more. ~Don't think a group of guys with blasters would bust into an old warehouse just for kicks.~ He moved closer to the crowd.  
  
"There's no lights here, Don. Tim, you see any lights?" The low voice asked.  
  
"Naw, boss. I don't see no lights."  
  
"See, Don? We don't see no lights. Pretty dark in here, in fact. Donnie, how'd you ever manage to move around? Sid, Tim get the lamps."  
  
There were more footsteps as the two men scrambled to comply. "Tel, what's the matter? Your face is all screwed up like someone pissed in your fizz."  
  
Terry's eyes narrowed as a man stepped forward from the group and engaged the cool-voiced individual in conversation. It was still a little too dark for Terry to get an accurate image of the men. The infrared lenses in his cowl, though, were able to pick up the heat signatures on the men in the warehouse. Four or five stood around in a loose circle and were soon joined by the two who had been dispatched to get lamps. Those two ran back into the warehouse, carrying rounded, old-style portable lanterns. When lit, the lamps covered the lower level in a brassy, almost yellow glow, bathing the broken down furniture in the room in its oily golden light.   
  
"Ah, that's better. Now, we got a job to do, boys. So let's get to it, huh? Donnie, you ready to go?"  
  
"S-Sure thing, Sam."  
  
Terry tiptoed forward, taking cover behind a lengthy sofa. The new light in the room allowing him to get a decent look at the "visitors." There were four or five hard-faced, muscle-bound goons, many of them looking somewhat uneasy and more than a little tired. In their midst was a shorter, thin man, who was casting furtive, desperate glances all around the place. ~None of them seem to want to be here, but ~that~ guy is ~definitely~ not having any fun.~ Terry thought to himself, regarding the squirming man with interest. They all had faces that would seem right at home in a GCPD felon database, but none seemed familiar. Terry then turned his attention to the two who stood apart. One was tall and built. Batman noticed that this man, unlike his companions, stood straight up, his hand loosely on the gun at his side. The person to whom he was speaking was shorter, paler, somewhat leaner, and wirier. The two were turned sideways, so Batman could only view the men's faces in profile. But then the thinner man turned his face toward the light, addressing the group in a low voice. Terry recoiled when the golden glare illuminated a constellation of rust-colored scabs over the man's jaw and lips. Terry stifled a groan. He wasn't sure who the others were, but that crusty face was unmistakable -- Sam "Sandlips" Stephens was in the house, and that was never a good thing.   
  
"I-I got the stuff locked, y'know . . . uh . . . y'know, can't be too careful." Don said, edging away from the crowd. "I'll get the key, and then, uh, y'know, I'll get the stuff."  
  
"You do that, Don," Sandlips said softly. "Sid'll help you." He nodded to one of the toughs, who stepped forward immediately. "Not that we don't' ~trust~ ya, or anything, but like you said: you can never be too careful - especially where ice is concerned."  
  
Don nodded, and he and Sid moved to a part of the room in which a cluster of old furniture sat. "I keep the key in a little lock box in a little place in the floor under this chiffarobe," he said, pointing to a looming cherrywood chest. "Takes a while to get it out, but hey - all in the same of security, right?" He forced a laugh, which died quickly under the intense stares of his companions. "Er . . . this is heavy," he grunted, pressing a shoulder against the heavy object. "Tough . . . to . . . move." Sid joined him in his efforts, and as the two men pushed, the legs of the chest scraped noisily across the floor.  
  
Batman took advantage of the screeching noise of the chest being moved and the rising conversation of the gang to sidle even closer to the action, but was brought up short by a slight, tapping sound behind him. The hair on the back of his neck raised when he realized what it was -- the subtle click of Max's heels. Soundlessly, he whirled around. The pink-haired girl was bent low, as was he, and was doing her best to trail him quietly. Shaking his head violently, he mouthed "No!" and waved for her to get back. She glowered at him, shook her head, and came closer. Terry wrestled with the urge to scream. Max's stubbornness could very well get them killed. But then, he couldn't be very sure if she understood the potential danger they were in.   
  
"Stay back," he said in a staccato whisper. " Bad guys. ~Bad.~ Have ~guns.~" He held up his hand, extending his forefinger and thumb until his hand resembled that of a firearm. But Max shook her head, moving steadily closer until she was at his side again.  
  
"Max, are you nuts?!" he whispered fiercely in her ear when she got near enough. "I told you to stay back there!"  
  
"What, and let you get the best view?" She nudged him over to clear a little more space. "Besides, my whole left side was exposed behind that desk. If they'd looked back there once, they would have gotten an eyeful of patent leather. Who are these guys anyway?"  
  
"It's Sandlips Stephens and his gang," he muttered reluctantly. "There're worse thugs in the city, but Stephens is big-time enough."  
  
"What would they be doing here?" she asked, peering over his shoulder.   
  
"Nothing good." His eyes narrowed. "I heard Stephens say something about "ice" - thee was a big holdup at Salem Jewels last week. Cops had a lead on the perps, but couldn't find them or the diamonds. Looks like maybe ~we~ found both."  
  
"All right, we've moved it far enough," Don said, wiping his brow. "See that little square of dust right there?"  
  
Stephens moved closer, inspecting the spot. "Yeah. So?"  
  
"Well, there's the key." The thinner man was breathing hard. "Right under there."  
  
"Well, good for you, Don." Stephens fixed him with a hard stare. "Get it."  
  
Don paled, wavered, but nodded curtly, and bent down. Batman could see that Don was being narrowly watched by Sandlips, and that two of Stephens' men had their blasters half out of their holsters. ~They don't trust this Don guy.~ Batman realized with a start. ~But if he's with the gang . . . why wouldn't they? He's one of their own, right?~ He set his scanners to magnify Don's face. The man's pale, milksop, blond looks weren't registering, and that gave Terry pause. ~Could he be undercover for the GCPD? Dammit . . . what if his cover's been blown?~  
  
"Here it is," Don said at last, straightening up. He held up a gray, antique-looking key. "This is the key to the drawer. Jewels are right there where I said they were."  
  
"Oh, I don't doubt they are, Donnie boy. But this is ~your~ show," Sandlips grinned tightly, and Batman couldn't help but notice Don's shudder at Stephens' smile. "You just take Sid along with ya. Those were a lot of diamonds we grabbed . . . too much for one person to carry."  
  
"All right. Come on, then." Don cocked his head toward the back of the warehouse, and the two men trooped back, coming closer and closer to where Terry and Max stooped low. Batman held his breath as the two men passed their current hiding place and headed straight for the desk in the far-most reaches of the warehouse - the desk behind which Max had been hiding just moments before. ~She ~knew~ not to stay there . . .~ Terry shook his head and allowed himself a brief smile. ~Damn. Maybe I ~should~ bring her out with me.~ He glanced over his shoulder, and saw the girl smiling at him triumphantly. He acknowledged her prescience with a short nod, and turned back to the desk where Don and Sid were fiddling around.  
  
"This old lock's kinda rusty," Don grunted, seeming to have a bit of trouble turning the key. "You gotta jiggle it a little, and - hey." His head jerked up suddenly. "What was that?"  
  
Batman froze when Don's eyes swept over the discarded sofa behind which he and Max hid. The thug's gaze soon went elsewhere, though, and Terry breathed a little easier.   
  
"What was what?" Sid sounded impatient. "You hearing things now?"  
  
"Naw, I just . . ." Don looked around again. "Just this old place is weird, that's all. It's just . . . weird."  
  
"Uh-huh. Hurry it up, willya?" Sid yawned. "I don't wanna be out here all night. My kid's got school tomorrow."  
  
There was a loud clicking sound then, and Don sighed. "Here it is. Told ya you have to jiggle it a little." He bent down, thrusting his hands into a compartment of the desk, and drew out a large red-velvet bag. "Here they are," he said softly, almost reverently. "Here they are, Sam," he called to the front of the room.   
  
"All right. Bring 'em here. Let's have a look-see."  
  
Don hustled back to the middle of the room, the velvet pouch clutched tightly in his hands. "They're-they're all here, Sam. All of 'em. Honest. I'd never cheat ya. I couldn't do that. I was just keeping 'em safe, is all. Just 'til the heat got off. And then -"  
  
"We heard it already, Don." Sandlips cut in with a slight frown, taking the bag from the stammering man. "No need to go over it again. Tim, get up here and take a look."  
  
One of the gang -- a tall, dark-haired man wearing a jeweler's glass -- stepped forward. Opening the bag, he withdrew a huge, sparkling diamond and held it up, slowly turning it around in his hand. He raised it to eye level and studied it through the glass. Putting it back with a nod, he took out two smaller jewels and inspected those in the same way.  
  
"This is it," Tim said, nodding. "I can tell by the cut. Salem's the only who does the marquise cut in the diagonal pattern." He removed the eyepiece. "These are the gems, Sam."  
  
"Good. And they're all here?"  
  
Tim peered into the bag. "Looks like it. I'd need a scale to make absolute sure, but looks like they're all here."  
  
"Excellent." The scabby mouth curved into a smile. "Whew! Is that ever a load off my mind."  
  
Batman's eyes were drawn to three members of the group who had turned twitchy and restless all of a sudden. He saw hands touching blasters, and a procession of men moving to the front door and taking up defensive stances at the entrance. ~Almost as if . . . almost as if their blocking the way out . . .~ Batman thought with a frown, an uneasy feeling growing in the pit of his stomach.  
  
"So, we done, Sam?" Sid asked. "We can go now?"  
  
"Almost, Sid-boy." Sandlips was still smiling his grim smile. "Now Don . . . there's a few things ~we~ need to discuss . . ."  
  
Don stepped back, squirming under Sandlips' gaze. "Huh? Er . . . I don't understand, boss. We came here for the ice, right? Well, we got the ice. What more do we have to talk about?"  
  
"Plenty." The smile dropped off Stephens' face. "See, Don . . . I don't like your face. Never did. I took you in as a favor to Tel, there." He nodded toward Marvanne, who had stood silent through the whole exchange. "And it woulda been fine if you'd just kept your nose clean and listened to directions. But no. You had to be a smart-ass -"  
  
"N-no, Sam." Don was shaking. "N-no, I wasn't-"  
  
"Shut up, Donnie." Sandlips said quietly. "I'm talking now."  
  
"B-But you don't understand. All I was trying to do was help. All I wanted -"  
  
"Don, I said shut up . . ."  
  
"They had us on tape." Don was blubbering now. "They had us on the ~vid.~ We coulda-"  
  
"I SAID SHUT THE FUCK UP!" Sandlips' voice caromed loud and terrible around the warehouse. "Just . . . shut . . .~up~ . . . now."  
  
Don immediately fell silent. No one moved.  
  
"Thank you," Stephens said with a nod. "Now, as I was saying - I never liked you, Donnie. What you did was stupid, yes. And dangerous, too. But more than that - what you did when you took these jewels from me was very . . . ~very~ disrespectful." Sandlips glared at the shaking man. "And I don't tolerate disrespect."  
  
Batman watched as several members of the gang moved forward, hemming him in. In the next moment, he saw a gun being slowly, carefully drawn out of a holster. Terry's mouth went dry as he realized what was happening.  
  
"Max, I gotta go," he whispered urgently. "Things are about to get real ugly, real fast. Now get behind this chair and ~stay~ here."  
  
"But-"  
  
"No time to argue," he shot back. "I'm serious, Max. Stay. Hide behind this sofa like your life depends on it. Cause trust me -" He glanced at the front of the warehouse. "-It does."  
  
He waited only to see her nod in compliance, and then he turned his camouflage option on. He stealthily made his way to the front of the warehouse to the center of the action.  
  
"Now, Donnie, you brought this on yourself," Sandlips said with a solemn shake of his head. "And, as Telly could probably tell ya, there's two types of people I can't deal with: fools and ingrates. You, Donnie, are both. So . . ."  
  
"No . . .no, I wasn't . . . Sam, I swear . . ." Don backed up as the gang advanced upon him. "Please . . . ~please~ don't do this . . ."  
  
"Sorry, Don. But you know the rules." Sandlips nodded to Sid, who brought out a shiny, platinum autoblaster. "I didn't make 'em up. I just follow 'em."  
  
"Please . . . please . . . no . . ." Don was crying. He turned his streaming face to Marvanne, who was standing stone-faced at Sandlips' side.  
  
"Telly . . . please . . . you're my friend! Please don't let them do this to me!"  
  
The words tugged at Telly's heartstrings, but he forced himself to shake his head. "Sorry, Don . . . but Sam's right. You brought this on yourself."  
  
Don gasped as Sid disengaged the safety on the blaster. "No! No! You can't ~do~ this!" He threw up his hands. "All the diamonds are there! I showed you, with no tricks! Sam, we had a deal!"  
  
"Sorry, Don." Sandlips shrugged, as Sid leveled the gun at Don's head. "But the deal's off."   
  
A black streak accompanied the voice, and Sandlips whirled in surprise at a cry of pain from Sid. The blaster skipped across the floor.  
  
"Couldn't have said it better myself." Batman shimmered into view, stooping low to grab the gun.  
  
"Holy -" Sandlips, oblivious to Don now, staggered back in surprise at the sight of the hero. "What the hell-"  
  
The Bat looked around at the gang, all of whom - Don included - were frozen in shock for a moment. "Sorry to interrupt . . . but I've got this ~thing~ against killing a guy in cold blood. Maybe it's just me. Or maybe not." He advanced menacingly toward Marvanne. "But either way, nobody's brains are gonna get splattered tonight, Stephens."  
  
"You misunderstand, Bats." Stephens, who had maintained his composure somewhat, spoke coldly. "Somebody's brains ~are~ gonna get splattered tonight - yours. Boys, slag him!" Guns came up simultaneously, all trained on the Bat.  
  
"Hoo boy. I can never have an easy night," Terry muttered a split second before they opened fire. He dodged the bullets expertly, flipping out of the way of the fire. Sweeping low, he kicked one man's legs right from under him and dropped another with a punch to the gut. ~Gotta draw 'em out, hopefully out of the building,~ he thought to himself as he dodged a punch from one, an elbow from another. ~Away from the guy they're trying to slag - other than me, that is --~ He rocketed up to the ceiling, pursued by the gunfire.  
  
"Don't let him get away!" Sandlips shouted. "There he is! Up there! Tim, you got a clear shot!"  
  
~Don't believe it, Tim.~ Batman thought with a shake of his head. Going back into camo mode, he smiled to himself as the gunfire stopped abruptly.  
  
"Hey . . . where the hell did he go? I saw him against the ceiling a minute ago . . ."  
  
Stephens' head whipped around. "Sneaky little rat . . . spread out. He's still in here somewhere . . . he . . . hey!" Sandlips spun around to see Don making a run for the door. "Oh, no you don't -" Sandlips brought his arm up and fired, but the gun was knocked off its target by a disc-like object. Terry, who was readying to throw a Batarang at the same moment, was brought up short. ~What the heck was that?~  
  
"Hey! What the hell?" Sandlips looked around in a rage. Don glanced round for a few moments before recovering his wits and taking to his heels out the door. The gang lord ignored his fleeing prey, however, and picked up the object that hit his hand. It appeared to be a slightly larger and heavier version of a standard vid-disc. "Where the hell did this come from? Where the fuck is this clown?"   
  
"Not ~him,~ boss ~She~ threw it."   
  
Terry gasped as three men dragged Max into view from behind the sofa. The girl was struggling against the toughs, but the musclemen were keeping her at bay.  
  
"Let go off me. Let me go, now," she grunted as they pulled her forward. "I'm warning you . . ."  
  
"Oh shit . . ." Terry muttered. "Max!"  
  
"She threw that thing atcha, Sam. She tried to hide back behind that chair back there, but we saw her, grabbed her," one of her captors said.  
  
"Well, well. So we got another costumed freak." He motioned for them to bring her closer. Sam looked the black-clad figure up and down, his gaze stopping at her chest. "This one's got a nice rack, at least." He smiled suddenly, and Max shivered as he pressed his gun against her belly. "And I thought this town was dull . . ."  
  
~*~ 


	6. Six

**A/N: Wow, it's an update. Sorry it took so long. The story is winding down now, so get those reviews in while you can. Thanks for everyone whose hung in with this story. I appreciate it.**

~Six~

_One false move, and it's all over. Instantly. Painfully. _

_And there won't be a damn thing I can do . . . _

With a sinking heart, and those words looping through his brain, Terry opened his eyes, hoping against hope that he'd see something different when he looked down. Nope, it hadn't changed – Sandlips Stephens and his cronies were still in the warehouse, Max was still in the grip of one of the goons. A very large, lethal-looking automatic weapon was still nestled against her stomach. Stephens' finger was still on the trigger.

_Move, and they'll shoot. Don't move . . . and they'll shoot. Terry bit down on his lip until he tasted blood. _

He knew he didn't have time to consider all the ways the situation could have been avoided. He didn't have the luxury of running through all the scenarios that would have safeguarded them both. There wasn't opportunity to assign blame or to chastise himself for getting Max involved in his personal quest. He just had to figure a way to get her _out of it._

The Bat crouched low, craning forward off his high perch, keeping his eye trained on Max. Sandlips and his people were crowded around her, and all of them had their weapons drawn, which meant no end of bad news.  Even if he did manage to take out a few of the men, there was still a very good chance that the thugs would shoot Max before he'd be able to get to her. Then again, if he _didn't do anything, Sandlips' people would hurt her anyway. His heart pounded in his ears and he silently closer, the only thing keeping him anchored to the catwalk were the magnets embedded in his heels. _

_Calm. Just stay calm. Think. He swallowed hard, never taking his eyes off Max. __Think. I have to do something. She's depending on me._

He was aware that he was depending on _her, as well. Terry knew the caliber of men they were dealing with: dirt-dumb, but not entirely brain-dead. They obviously thought they were dealing with the female version of __him – Max certainly was keeping a superhero-like cool about it all, she was shaking a little, but was more or less composed. There was an off-chance, then, that the gang – out of fear, suspicion, or some sort of misguided respect – would not act unless and until they thought they'd have to. Terry wasn't sure if they knew he was still in the building; their uncertainty about that could prove__ very useful later._

But first things first – getting Max out of the line of fire, literally and figuratively.

Barely moving his head, Terry took in the lower level in a glance, looking for possible escape routes, weaknesses in the building's makeup, things that could be used as weapons or as a decent diversion. _Anything that could help him._

His gaze stopped on three rectangular objects scattered around the goons' feet. Tapping his cowl, he magnified the items and recognized them as the incandescent bars he'd taken out earlier to light the warehouse. A slow smile spread across the masked face. __

_Bingo._

The grin vanished, and what passed for a thoughtful expression took its place. Timing was going to be absolutely essential in this for this to work at all. He had very little margin for error . . . and there was the off chance that it wouldn't work at all –

He shook the thought away. It _would work. It would have to. Max was counting on him._

Fully alert, his senses keen, and his body held taut as a bowstring, he watched and waited . . . ready to spring when the time was right . . .

***

Telly Marvanne was quickly losing his patience with the whole situation.

The muscleman had a sixth sense about certain things, and that night, his "sense" was telling him that something was going to go wrong. At first he thought maybe the problem would be that Don had lied about the location of the jewels. That fear had been blown out of the water when the diamonds had been recovered. Then Marvanne thought that perhaps something would go wrong with the hit, that maybe Don would manage to squeeze off a shot and kill one of the gang before being gunned down himself.

Now Marvanne stood in the middle of the deserted warehouse with Sandlips and the rest of the gang, and was conscious that the only thing that had gone right in the whole operation was the recovery of the jewels. Don had escaped – and Telly figured his old friend would be on the first train out of Gotham; the Batman had shown up to crash the party and had nearly taken Marvanne's head off with one of those pointy things he'd thrown; and now _this._

_This was a woman – a very interestingly dressed woman – who was being held by two of Stephens' bodyguards. No one knew who she was or where she'd come from or that she was even in the warehouse until she hit Sandlips' hand. Marvanne wasn't too nuts about the mask, but the boots in particular were a __very nice touch. The symbol on her costume seemed to indicate that she'd been working with the Bat, but __he was nowhere to be found. Marvanne wondered if Batman had taken off after Don, perhaps, and left his lady friend to handle the rest of the gang. The beefy man shook his head slowly – it was like his pop had always said, "Never leave a woman to do a man's job." This girl had kept Sandlips from slagging Don, true, but it seemed that would be the last good deed of her life. Stephens was watching his captive with a predatory smile, using his blaster to trace circles on the girl's leather-clad belly. _

And therein lay the reason for Marvanne's impatience – he knew they had to slag the girl – they couldn't, of course, have any witnesses, and it would send a pretty clear message to the Bat that Sandlips Stephens was not one to be trifled with. But what Telly could _not understand was why Stephens hadn't pulled the trigger already.  There had been enough "excitement" that night and Telly just wanted to go home, put his gun in its usual place under his pillow, and figure out what he was gonna buy with his share of the diamond haul._

But no. Sandlips was taking his time. The gang lord was more than likely still smarting from his thwarted attempt to kill Don, and would only be assuaged by dragging out his killing of the girl. Marvanne could see it in those feverish eyes. Marvanne felt a pang of sympathy – after Sandlips got done with her, he was sure she'd wish they'd just dispatched her with a bullet to the head. It would be much more merciful – and much less messy. 

"So . . . what's your name, sweetheart?" Sandlips' voice dripped with poison-tinged honey, his shark-like smile more ghastly in the lamplight.

"Check the nametag." The voice carried clear and strong across the old warehouse. Marvanne grunted slightly. She was young, by the looks of it, but the steady voice and the calm demeanor was impressive. Very impressive. And very suspicious . . . a huge semi-automatic weapon was poking into her guts, and yet she didn't seem to be overly worried. Telly glanced around, but saw nothing.

"Oh, I'm _looking all right. So you're Batty's girl, huh?" Stephens' voice was slightly teasing. "Where's he been hiding __you? How come we've never seen you out before?"_

Slight shrug. "You haven't been looking."

Sandlips shook his head, laughing quietly. "Oh, I don't think so. A girl like _you? I'd notice. So . . . do you know who __I am?"_

"Sure. _Sandlips." She looked him square in the eye, her gaze dropping to his crusty lips and chin. She shivered. "I never forget a face. __Unfortunately."_

Everyone in the gang knew better than to laugh. The one thing Stephens was the most self-conscious about was his condition, and anyone who referred to it in the vaguest of terms could count on their life-expectancy rate to drop significantly. Marvanne's breath hitched when he saw the gang leader's face harden and his eyes narrow. For a brief moment, he thought the girl was done for, but then:

"You hit me." Stephens held up his left-hand briefly, and Marvanne saw a small cut there, a small trickle of blood running down his thumb. "I was just about to take care of a little business – nothing to do with you or your batty boyfriend -- and _you hit me." He took a menacing step forward. "Now tell me . . . I wasn't hurtin' you. Sticking that cute little nose in our business wasn't the smartest thing, babe."_

"You were about to shoot that – that guy," she answered, fists clenched at her sides. "You heard  Te-. . ." She stopped short. "Um, you heard _Batman – you weren't gonna get away with killing him."_

Sandlips sighed dramatically, pushing back a few greasy strands of hair from his forehead.

"That _guy is a thief, sweets. He's pushed old ladies in the street and stolen their purses. He's cut throats. He's beat up pregnant women and stolen the necklaces and rings right off their bodies. He's __trash, babe. Not fit to live among normal people. And now you let him get away."_

"He'll get caught . . . and if he's as bad as you say, he'll get what's coming to him. In jail," she replied.

Sandlips barked out a laugh. "Dream on, babe. I trained the dreg myself. Police won't get him. He'll spread his filth around somewhere else, terrorize some other people. Kill some more innocents. All 'cause _you didn't let me put him in a dumpster where he belongs." Stephens tilted forward until his face was nearly touching the shiny material of the girl's mask. "What kinda superhero__ are __you?"_

She seemed about to speak when one of the men holding her shifted impatiently. Telly looked over at them with a frown. Now what?

"Boss, let's take her outside, huh?" The one called Tim patted his hip. "I think Batbrain's gonna be back soon, and what if he brings the cops, huh? The pigs're all over this place like fungus."

Stephens' eyes flicked to the muscled goon. "Tim. My friend. You're nervous? Trying to rush me?"

Tim went noticeably pale. "N-no, Sam. Nothing like that. I'm just saying –"

"Good. 'Cause the Bat and the cops don't dictate what I do and when I do it. Ever." Sandlips stared at Tim until the beefy man had the good sense to look away. "But I think we've wasted enough time in this dump." He glanced around the warehouse, distaste evident in his expression. "It's time to finish up." 

Sandlips turned to back to his captive with a ghastly smile. "Gotta say goodbye now, sweets. Shame we gotta part on such a  . . . bad note, but well, there's hazards in your job just like there are in mine, huh?" He rested a hand on a smooth, dark cheek, ignoring the girl's shudder of revulsion. He trailed his fingers upward, hooking his finger tips underneath the edge of the cowl. Paused. Smiled again.

"I bet your face is just as pretty as the rest of you." His eyes flickered down then up. "Isn't it?" He smiled wider when he got no reply. "Maybe I should have a peek?" He lifted the cowl slightly, exposing more of the mocha skin . . . the nose was uncovered, then the cheekbones. Stephens' eyes registered approval. 

Marvanne watched the proceedings with interest; the girl was getting decidedly more nervous the closer she was to being unmasked. Then –

"No." Sandlips stopped and tugged the mask back in place. "I think I'll leave it to my imagination. Less guilt that way." Stephens nodded to his men. "The alleyway'll do. Make it quick." 

Tim and his partner acknowledged their boss' words with a smile and began dragging Max toward the front door. She writhed against their grip in what was proving to be a futile attempt at escape.

"Let _go of me you freaks!" She thrashed between them. "You have __no idea who you're messing with –"_

"Yeah, sure babe," Tim chuckled. "You like _bats, huh? Well, __I got one you can try on for size. A nice, __big one." He grabbed his crotch lewdly. "How about that?"_

Marvanne turned away in disgust at the men's crude laughter. He just hoped that whatever they planned on doing with the girl they'd do it quick. The moldy old building was giving him the creeps. It was in the middle of nowhere, and so dark and sinister. And he couldn't get over the feeling that he was being watched . . .

***

Terry's throat had tightened when Stephens was lifting Max's cowl, but he nearly stopped breathing when he saw the two toughs dragging her away and heard what that one dreg had said to her . . . 

_Don't worry, Max. I'm here. His eyes went steely. __And you're right. They don't have a clue who they're messing with._

They were gonna find out, though. The hard way.

The Bat was thankful that Max was making it difficult for her captors to drag her off – it gave him a little time he needed to get in position. Aware that time was definitely of the essence, he teetered on the beam, leaning far forward, his wings snapping into place with a subdued click. Satisfied that everything was about as ready as it was going to be, Terry pressed a button on his belt and waited two seconds before sailing soundlessly off the beam.

***

"What the . . ."

A crackling sound drew Marvanne's attention, and he looked up sharply, eyes widening as three or four glass-like tubes on the floor began to glow white-hot, flooding the whole building with light.

"What the heck is that?" Stephens snapped, glaring down at the little bars. The two men at the door stopped and turned around, their hold on Max loosening slightly as they stared slack jawed at the unexpected source of light which grew brighter and hotter and brighter still . . . the bars began to smoke and sizzle.

"Hey . . . hey! What the hell's going on?" Sandlips backed slowly away from the light, drawing his gun. "What are these things? Who –" 

A popping sound was heard as one by one, the glowing bars exploded. It was much like the gentle explosion of a standard firecracker, but the noise was magnified in the nearly empty room, and the thugs, startled, hit the deck. Max's captors, concerned for their own safety followed suit, and in their fear relaxed their hold on the girl. She wriggled away then, making a break for the door. Tim, recovering his equilibrium a little, raised his shooting arm, the blaster trained on the girl's leather-clad back. Fired . . .

"Hey!" Max gasped as she found herself swept forcefully off her feet, out of the way of the line of fire. Some unseen force propelled her forward, then upward. She was _flying . . . soaring high above the fray . . . going high . . . higher. Warm familiar arms cradled her close._

"Terry." Her whisper was replete with relief. "What the hell _kept you?"_

"Missed you, too. _Batgirl." The Bat shimmered out of camo mode, stunning the gang of men on the ground who'd recovered from the diversion Terry had engineered and were gaping upward at the flying pair._

"What did you do?" she asked winding her arms around his neck. "Were those bombs or something?"

"I overloaded the lights we used earlier – made 'em overheat and explode. Nice sound, huh? There goes the mood lighting." Batman said with a sigh as the warehouse was again blanketed in dimness. "We might need that flashlight of yours after all. But – _slagit." _

The gunfire had begun again, and this time the men had two targets instead of the one. The Bat was aware that he could go into camo mode again, but to do that would be to totally expose Max. He held her tighter against his chest, his Kevlar-clad body a shield between the girl and the bullets. 

"Hang on," he said shortly as he did his best to zigzag through the gunfire. The men on the ground were giving chase. Withdrawing a few smoke pellets from his belt, Batman threw them down, smiling when the smoke billowed up, covering the room in a gray, impenetrable haze. The shooting stopped abruptly, and the gang was caught short, putting their hands to their mouths to smother coughs.

"What the . . . I can't see!"

Much more coughing was heard. "Dammit, Trey! You just stepped on my foot!"

"What . . . what happened? How'd it get so dark? Boss is that you?"

"Get of my goddamn _foot, Trey!"_

Batman smiled at the tangle of confused voices. _That should hold 'em a minute. Terry was aware that he needed to get Max someplace relatively safe and face the men head-on. That was their only chance of getting out of there relatively unscathed._

Reaching the very back of the warehouse, he stashed Max behind a huge filing cabinet in a shadowy corner. The area was relatively obscured from the rest of the building, and there was a lot of junk around the area. Perfect.

"You'll be okay here." Batman said, looking around. The gunfire had ceased, and all was eerily quiet at the front of the building. Sandlips and his men were still around, but their voices and footsteps were muffled, faraway almost.  

"Now _don't move," he whispered sternly. "I __mean it this time. Don't care what happens – stay put. Okay?"_

"They were gonna splatter that guy's brains all over this place," she murmured in explanation. "I didn't see _you. I didn't think you saw Sandlips and the gun. . ." She gave him a rueful look. "I didn't __think. Period. I guess that's the problem, huh?"_

"No. You _didn't think__. You __acted. Even though I told you not to, and even though you could have been killed. But you saved that dreg's life. Whoever he was." Batman sighed, giving Max's shoulder a quick squeeze. "But that's enough of the Batgirl stunts for tonight. I'll take it from here." _

Terry glanced over his shoulder, extended his fingertip mics. "Huh. They're close to the door. Sounds like they might be leaving."

"Maybe they've had enough fun," she said. "Or maybe they're gonna try to find that guy . . . and finish what they started."

"Could be." His eyes narrowed. "Well, I'm not gonna let them go without giving 'em a decent goodbye." The Bat stood, glancing over his shoulder at Max. "I'll be back, Max. Just keep your head down and stay out of sight."

The masked hero hadn't gone two steps before he heard _it. A low sound, gruff and incisive, rang through his head like a death knell. Terry's blood froze in his veins._

_McGinnis. It's __Wayne__. __What are you doing still suited up at this hour? And why is Maxine with you?_

Slagit. _Slagitslagitslagit. "Bruce . . . uh . . . what are you doing up?" He hid behind a file cabinet, sweat pooling at the small of his back. __ This cannot be happening. He overrode the off switch. Slagit! No. Nonono. "Uhm . . ."_

 _I asked a question, Terry. What's going on? There was a pause. A long one. __And I must be hearing things. I could have sworn you said something about a 'Batgirl.'_

~TBC~


	7. Seven

Author's thing: This story lives! I found an old tape of BB, unmarked, and the episode was "Hidden Agenda." It reminded me why I fell for T/M in the first place. The chemistry is just smoking. It may take a while, but I'm determined to finish this story, I promise. In the meantime, read and review if you like, and if you could, put in your fave T/M episode! Mine is not Hidden Agenda. Actually, my favorite would be  .  .  . **Babel. Love Max's speech!**

~Seven~

There were, so far as Terry could figure, two possible ways the whole thing could end: Death by Sandlips Stephens' slightly inept firing squad, or death by one of Bruce Wayne's glares when and if he found out what was going on in the warehouse. Sweat pooling beneath his suit, the Bat _almost felt that the first option would be more desirable and a good deal less painful. The old man was dozens of miles away, but Batman could feel those cool, blue eyes boring a hole in his brain like a fine-point bullet from a high-gauge blaster. _

As quickly as he could while still edging his way toward the remnants of the gangster's thugs, Terry ran down his options – he _could fib a little to Wayne . . . say that he was hearing things . . . you know, at __his age, it was bound to happen. He could tell the old man that Max was nowhere _near_ the action . . . which was, well, _not _entirely true, but . . . _

_McGinnis_, _stop stalling. Tell me what's going on out there? What are you doing in __Old__Town__ this time of night?_

Terry nearly wept. The goddamned tracking device in his suit!  In all the excitement, he'd forgotten to disable it. Sure, it was something that came in handy – especially the time his suit developed a "mind" of its own, and deposited him straight into the Gotham River. Then, Terry was grateful of the homing device Bruce had slipped into the wires of the suit, but there were times the Bat found it necessary to disable it – like stopping at Max's at the tail end of patrol, for example. This little excursion of his and Max's would have been another good time to give the tracker a night off, but, slagit, he'd _forgotten . . ._

"Uh, Bruce . . ." The Batman spoke softly as he reached the main area of the warehouse. The smoke from his X-Pellets was dissipating a bit, and he could see a few shadowy forms moving around, guns drawn, most likely, Terry realized, looking for _him. _ "This is really not –" He reared back as one of the tallest men whirled around quickly, and spotting him, drew his blaster and fired. "—a good time!" Ducking just as a bullet whizzed above his head, Batman hit the floor rolling, engaging his camo option just as a few more thugs followed suit, emptying their guns in the general direction of where Terry had dived.

_Gunfire. _Bruce was near about to burst, Terry could tell. The older man's voice was tense and replete with concern. _Where are you? Are you hurt? Did they –_

"Can't talk." Terry made his voice below a whisper. "I'm in camo . . . they're . . ." He fell silent, not wanting the thugs to be able to track him by the sound of his voice. They were looking warily around, peering around corners and looking up at the drafty catwalks, all of them bracing, it seemed, for a sudden reappearance of the Bat. Slowly rolling up from the ground, Batman rubbed his side, which had banged uncomfortably into the hard floor, and crept closer, confident that he still had the element of surprise on his side.

_McGinnis, turn the lenses in your cowl on. I want to see where you are. _Bruce's voice was calmer now, the old man picking up on the danger of the situation.

Terry started. Oh _that_ would be just great, giving Bruce an eyeful of Sandlips Stephens, a musty old warehouse, and Max in her costume. Any one of those could, Terry knew, give Bruce a massive heart attack. "Wayne, I don't think –"

_That's _obvious _from whatever situation you've gotten yourself into. Terry winced. Wonderful. The anger was back. __Turn it on. Now._

Submitting to the inevitable, Terry flicked the control in his cowl that engaged the vidlink, and closed his eyes tight for a second, ready for Wayne to start cursing or worse –

_What the blazes are you doing in the old Marthey's Furnishings factory?_

"Uh, funny you should mention blazes . . ." The Bat opened his eyes one at a time. Far from seeming hopping mad, Wayne sounded almost curious, as if he were conducting a college-entrance interview for Gotham State and asking a potential student why he wanted to come to good old GSU. 

Seizing on Bruce's curious tone, Terry went for a light-hearted, "Um . . . sightseeing – ah, slagit!" he hissed suddenly, as he saw Sandlips give a signal to cease fire and waved all his men toward the door. "They're booking! Bruce, I gotta—"

_Who is? Let me see. _The old man was quiet while Terry aimed his cowl in the direction of the now-fleeing thugs, magnifying their images to fill the Batcomputer's screen. _Wait. Is that __Sandlips Stephens? Bruce sounded confused now. _

"Yeah. He and his boys were having a pow-wow here." Batman said, sliding behind a crate. "They were behind the heist at Salem Jewels. Only, one of the guys wanted to cut Sandlips and the others out of the deal. He hid the stuff here . . . Sandlips found out about it, though, and came here to collect." 

_How'd you find this out? Sandlips is below the radar . . . the men who move in his circle even more so. You drop in on them on patrol?_

"Er . . ." Terry tugged at his cowl . . . it was feeling awful tight. "Um . . . kind of – huh." He blinked as the group halted at the door. "That's weird. All of a sudden, they've stopped their brilliant get-away plan. Maybe their car's got a flat."

_Get out. _Curiosity and confusion was gone from the imposing voice now, and Terry could once again feel Bruce's hard gaze drilling a hole in his forehead. _Let the police handle this. I'm putting in a call straight to GCPD dispatch – I don't _want you there when they get there.__

"But –"

_No buts, McGinnis. _Bruce's tone brooked no argument. _Out. Take Maxine and yourself home. We'll talk about this later._

Terry shook his head slowly, feeling his heart speed up to supersonic levels. Hearing the subtle click that signaled Bruce's severing the connection, he eyed the crooks, who seemed to be in some sort of conference, and he seriously contemplated wrapping the gang up nice and tight . . . a little gift for the Gotham Police. Bruce didn't say he _couldn't –_

_I said _now_ McGinnis. Wayne's voice was suddenly again in Terry's ear. _Police are on their way. I accessed their database . . . one of the cars Sandlips is using was stolen from impound three weeks ago. The plates are being tracked . . . so even if they get away, they won't get far. Wayne out – and _you'd __better be, too, next time I run a scan._

With a frustrated sigh, Terry switched out of camo and walked back to where Max was crouched, somewhat uncomfortably, behind the same filing cabinet. She looked up in surprise at his approach. "Back so soon?"

"Game's over." He crouched next to her, pulling his mask off to air out his sweating face. Getting a verbal working-over by Wayne beat doing calisthenics any day. "Wayne's calling it a night for _all _of us."

Her eyes widened. "The old man checked in? But how? I thought you said he was out of the loop."

Terry shook his head slightly. "With Wayne, there's really no such thing. He overrode the controls. He's been listening in the past few minutes."

Stripping off her mask, Max rested her hand on his shoulder. "Does he know what you were doing here?"

"Not exactly." He laughed a bitter, I'm-so-slagged-laugh. "But he heard us talking . . . knew you were here with me. He wasn't . . . happy."

"Slagit." She sounded contrite. "I'm sorry, Ter. It's my fault. If I hadn't tried to  . . . you know . . . live up to the suit  . . . you would have had the guys caught, and we coulda been long out of here before the old man could know any different."

"Hey." Terry removed her hand from his shoulder and held it tightly in his own. "You saved a guy's life tonight . . ."

"Yeah, but according to Sandlips, that guy deserved slagging."

"Maybe so." Terry held her gaze. "But he didn't deserve it _here – not from Sandlips. And you stopped it from happening." He smiled a little. "If that's not living up to the suit, I dunno what is." Terry's eyes lowered for a moment. "Though, seriously, you do that suit justice without even having to _move_."_

Max laughed low and ducked her head slightly, and Terry could have sworn the girl was blushing a little. "Still, though, you didn't get to figure out your Great Bat Escape Puzzle. You were so excited . . . and now, nothing to show for it. Plus, the old guy's gonna make you regret ever stepping foot in here."

"No way." He slid a finger under Max's chin, lifting it until they were facing each other again. "Wayne can dissect me . . . feed me to Ace . . . whatever, and he won't make me sorry about tonight. I won't – I don't regret it. Any of it." 

Terry watched the liquid-velvet gaze widen ever so minutely in understanding, and to the unmasked hero's dismay, Max turned away from him. "Ter . . . about that stuff earlier . . . I . . ."

"We'll talk about it later," Terry said softly, hearing the tell-tale whine of police sirens in the distance. "Now, we gotta get out of here before Wayne comes breaking down the door with his artificial hip, or something." He got to his feet, pulled on his mask, and helped Max to her feet, flushing when she rested her head briefly against his chest. Watching the girl re-mask, Terry bit his lower lip hard. Yeah, they'd have to have a conversation all right – sooner, rather than later. Because just as he had been unmasked just a few moments before, so too, he felt, had his true feelings for Maxine Gibson. And unlike his face, his desire for her couldn't be covered up with a fine layer of latex and microchips. 

Steering Max around a maze of boxes and discarded furniture, Terry cocked his Bat-ears toward the door, his long-range audio sensors picking up a commotion outside the main door. Smiling grimly as he saw the flashing police lights dribbling through the slats in the windows, he and Max hung in the doorway for a moment as quite a few of the Stephens gang were rounded up by Gotham police officers and shepherded into patrol cars.

"Sure, we leave them with the easy part," Max murmured as the cop cars sped away, their sirens echoing in the still night. "Let's seem them act so smooth in _these _heels." 

Stifling a snicker, Terry stepped carefully outside the door, glancing around to ensure the coast was clear. "Poor Max. But nobody ever said crime-fighting's a glamorous job."

"_Right. _This coming from the guy who has the killer suit, the killer car _and the killer cave."_

"Point taken. But then, I never . . ." Terry trailed off a moment, blinking rapidly. He could have sworn he'd seen movement on the other side of a lone dumpster. He leaned a little closer, adjusting his UV lenses  . . . and saw nothing, but his vision was going  staticky – a byproduct of having the suit on so long and draining its resources. After a moment, he cut the lenses off. He'd need his night vision for the trip back to Max's . . . plus, apparently, there wasn't anything to see. He glanced over his shoulder once more . . . but then again . . .

"What's wrong?" Max looked around. "There a problem?"

"Um . . . no." Terry was uneasy. _Everything seemed sinister in that part of town – even the air. He released the breath he'd been unwittingly holding. One thing he'd have to agree with Bruce on – Old Town was _not _the place to be at night . . . for several reasons, the creep-out factor being just one of them. "Just . .  . um . . . nothing. Let's get outta here."_

"Darnit. I was hoping not to get back 'til dawn." She smiled ruefully at Terry's questioning look. "Well, I'm a night owl. I won't be able to get any sleep, so that means I won't have any choice but to study some more O-Chem. Thanks a lot, McGinnis."

"O-chem? You're determined to go down in Hill High history as the one person who uses insomnia as an excuse to _study. You need a life, Max. Or maybe a boyfriend."_

The words had slipped out before he'd realized what he was saying, and once again, Terry was thankful for the cover of his mask. His face was crimson enough to be a red-light district all its own. He wrapped his arms around a noticeably silent Max, and spread his wings, the sound of his boots firing almost drowning out the thudding of his heart.

~*~

Fifteen minutes had passed since he'd heard the backfire of rockets and saw the crimefighters disappear into the night, and only after a sinister calm had descended again on Old Town did the fugitive Don pull himself from behind the corrugated iron sheet behind which he'd hidden himself. 

He was aware that he probably should be looking over his shoulder . . . he'd seen enough to know that the cops hadn't caught all of his former employer's goons . . . but he was too wrapped up in the bit of knowledge he'd gleaned in just the past few minutes. He'd thought he was a goner when he'd broken free form Sandlips' death squad. After Batgirl had stayed his execution, so to speak, Don had been able to stumble out of doors and behind the dumpster, where the haunted man had thrown up repeatedly and flopped down behind a pile of trash, too sick with terror to move. When Sandlips and the rest had poured out of the warehouse, Don had been scared spitless. He was sure Batman and Batgirl would take care of the gangsters, but it seemed not to have happened that way. 

The unlucky ex-gangster was in the midst of saying his final prayers when another was answered – the police showed up and hauled in all those who didn't scatter in time. Sandlips and his now _ex-friend Telly Marvanne had been among the ones who'd gotten away, which, again, would have scared Don to no end, except . . . _

Except the Bat pair had come _out. And for "shadowy" hero-types, they sure were chatty._

Don ran a hand over his dirty hair, contemplating all he'd heard the pair say, focusing on two very interesting bits of information. One – the Batman apparently was just a _kid. _A high school kid . . . and a Hill High student at that. A local . . . _named McGinnis. That'd be easy enough to remember – he'd done time with a guy name McGinnis. A real twip, too. _

As for the second interesting piece of information . . . Don smiled slightly. Well . . . the second interesting piece of information was just as interesting as the not as vital as the first – not yet, anyway. 

_But it will be. _He glanced up at the sky, grinning at where he'd last seen the two, and wondered just what other guys he could trust to help him pull off the best and biggest job of his career – getting the Salem Jewels diamond haul _and getting rid of Batman once and for all. _

~*~

"'Kay, Ter, tell me. What's the _worst that could happen?"_

Terry looked up from the vidscreen that he'd been listlessly studying and accepted the warmed-up slice of pizza Max offered him. "The worst? He could take the suit away . . . fire me as Batman."

Max nudged him over to the other side of her bed and flopped down beside him, fixing him with a steady look. "You think that's what he'll do?"

Terry considered that a moment, munching on the pizza while he thought it over. "No. He'll probably suspend me a couple days. Give me the silent treatment a couple more. But stopping me from being Batman? I really can't see it . . . he knows that the city needs me – uh, the Bat. Even if I screw up sometimes."

They both fell silent, and Terry devoted his attention to the wonderful slice of heaven before him – and the pizza was pretty decent, too. But what was catching his eye was Max, now out of her Batgirl regalia and in a very unglamorous oversized T-shirt and shorts. It was the type of outfit that looked dowdy on anyone who didn't have mile-long legs and a beautiful face, so seeing as Max had _both_, Terry was finding it hard to concentrate on eating.

He knew he should be getting home – if only to change completely out of the suit and get some rest for school the next morning, but after dropping off  Max at her apartment, Terry had found it difficult to just . . . go. Leslie, Max's older sister, was still out, and Max's mother was on the road as usual, so the apartment was empty. Plus, Terry was still rather keyed up from the night's events, his Mom and Matt were long-asleep, and since debriefing with Bruce was out of the question, Max had allowed him to vent to _her. _Somehow they'd ended up in Max's room looking at vids and talking . . . and now eating . . . and just being together, the two of them. 

Terry gulped down a bite of pizza and tried not to notice Max's T-shirt rising slowly to reveal a glimpse of her tummy. He focused at the wall until he could feel himself breathing normally again. He'd been with Max alone before, but that night . . . it seemed different. Everything seemed different . . . Terry felt as if his whole world view had changed with just one patent leather outfit and a kiss.

"Why would he get so mad at you anyway? Just because you didn't check in when you got a jump on the bad guys?" Max rolled onto her stomach. "Fine. You could tell him everything jumped off so quick, you didn't have time to call him. It's not like you were taking out a passel of assassins. It was just a two-bit thug with acne."

"It doesn't matter. I can take whatever Wayne dishes out." Terry spoke with a bit of false bravado. "What really irks me is that I'm no closer to figuring out his escape route than before. And I've only got two days left -"  He broke off uneasily when he saw Max staring at him with thinly veiled amazement.

"You're _still _gonna try to figure this out?" Max combed her fingers through her hair. "Ter, after tonight, I'd figure you wouldn't to _see _the inside of an old warehouse again."

"I really don't," Terry admitted, recalling his apprehension at being in the thick of Old Town. "Plus, the old guy's probably going to have me on a tight leash for the next little while . . . but  . . . I _need to know how he did it, Max. It's . . . it's . . . a _pride_ thing."_

"Men and their pride. The downfall of many an empire." Max intoned, shaking her head. "Ter, I could write a computer program – maybe even weave some VR into it – it'll be just like the real thing. _If you're still so hot to do this, let's try to take some of the grunt work out of it. It'll save on suit mileage, too."_

"That sounds schway . . . if, you know, you even have time –"

"I'll start working on it tomorrow night," she said, stifling a yawn. "It'll keep me from watching late-night vids, at least. Though," her voice turned lightly teasing. "It won't help me any in getting a life. _Or _a boyfriend."

"Um . . ." _I wouldn't be too sure about that. _Terry stared into Max's face, feeling that same desire wash over him again, their closeness was beginning to wreak havoc on his senses. Her eyes . . . he felt like he was drowning in them. "I . . . guess I . . ." _Want her. He swallowed hard, tasting the cheese of the pizza he'd unthinkingly devoured. "I . . . um . . . better . . ." _Tell Dana we can't be together anymore . . . can't be with her . . . it's Max I love. Max I need . . . __

He shook his head a little to clear it. "I'd better go." The words came out in a rush, and Terry rushed to tug his mask back down, not afraid of his blush this time, but terrified that Max would be able to read his feelings in his eyes . . . was afraid what he was thinking was _that close to the surface. He needed to sleep on this, think a little more. He was seriously considering complicating his life even _more_, and for what? Max wasn't even interested. Well, not much –_

"Terry." Max's hand on his stopped him, and he stared mutely at her, seeing a flicker of something _deeper _flash across her face. And he could only sit there with his mask stuck above his eyebrows as the girl leaned close and kissed him gently on the forehead, then the tip of his nose, then both his cheeks before finally pressing her lips against his in a brief, but soul-igniting kiss. 

Pulling back to stare into deep blue eyes, a small smile curved her lips upward. "I lied earlier," she said softly, running her thumb against his bottom lip. "You and me . . . it's crazy . . . and we shouldn't even go there, but . . . it _would _be a good idea. A real good one." She seemed about to say more, but thought better of it, her smile wilting somewhat. "I think _now _you'd better go."

Despite the smile, Terry could read the indecision in her face, and could see a slight sorrowful cast to the brilliant brown eyes. Terry had to remember that the Dana part of this complicated equation was in play for Max, too. And they had been friends before Terry had set eyes on either of them. Ending a friendship would be twice as excruciating as ending a relationship. Terry knew that it _would _come to that – he could see it in Max's eyes. She felt it, too – their bond, their closeness, the chemistry – and if he was reading her right, it seemed that like him, she was considering shaking up her world to explore it. But slagit, it was going to hurt. It was going to hurt like hell, and Terry knew that the only thing that could be done – if they had the courage to be more than friends to each other – was to be them to be there for each other when the going got rough as Bruce's voice during a training exercise. 

With a gentle nod of understanding and a parting caress of Max's cheek, Terry pulled his mask into place and departed through Max's window without another word.

TBC


End file.
